Web of Shadows
by Artemis's Liege
Summary: Carlie Cooper is brave, beautiful, talented, and she has superpowers! But is she more than she seems? Will she ever prove that she's better than Rogue? Read to find out!
1. A Mysterious Girl

**Disclaimer:** The X-Men belong to Marvel, and all other mentioned products belong to their respective copyrighted owners. No profit is gained from this page.

* * *

Darkness had descended upon the Xavier Institute for Higher Learning, and the night was still. The temperature had cooled slightly, but the sluggish mugginess of the day still persisted, though it was past midnight, with no sign of rain to clear it away. The silence and heavy air reflected the tense atmosphere that lingered in Charles Xavier's study as he conferred with his friends and fellow teachers, Logan and Ororo Munroe. In the mansion's upper stories, students lay in their beds and slumbered, unaware of the late-night conversation between the older mutants; the halls of the Xavier Institute were vast, the walls thick, and the adults' voices were low as they discussed a newcomer to the school, and didn't carry through the debonair, oak-paneled room and the thick, elaborately carved study door.

"I don't know, Charles," Logan growled. "Can we trust her? There's no one around to vouch for her, other than the woman you talked to over the phone. She could be a spy."

Charles Xavier smiled slightly. "Your zealousness of our school's security is admirable, Logan, but unnecessary in this case. I have spoken to the social worker, and scanned the girl's mind after meeting her. She is not a threat to us, and yet. . ." Charles trailed off, his eyes narrowing.

"What is it?" Ororo asked, concerned.

"I cannot shake the feeling that this girl is somehow more than she appears to be," Charles said speculatively. "However, we can definitely trust her. And I think she has amazing potential."

"I'm sure that she will be a fine addition to the X-Men," Ororo said regally.

"Yes," Charles agreed. He turned his sage gaze to Logan. "You should attempt to get to know her, Logan. I'm sure that she will surprise you."

Logan harrumphed. "Sure, I'll give it a try, Chuck, but I don't see what's so special about this kid."

"You'll find out in due time," Charles said cryptically, and then summoned the students, awakening them in the process.

_Everyone, please immediately meet in my study. We have important news._

* * *

The bedraggled students stumbled in the direction of Charles Xavier's study, their eyes struggling to adjust to the sudden bright light, grouchily wondering to one another why they had to be disturbed at such a late hour. Ushering them along, Jean Grey doubled back once they were almost there, in order to ascertain that she hadn't forgotten anyone. Just in case, she entered the Rec room, to find Rogue sprawled out on the large, leather sofa, still fully dressed in her usual goth ensemble, her eyes focused on the television screen.

"Rogue!" She exclaimed, putting her hands on her hips, which were covered by her forest green silk pajamas, which consisted of long pants and a button-down top with folded lapels. "What are you doing?"

"Watching a movie," Rogue explained. "More specifically, watching Lindsay Lohan, when she was less of a crackhead than she is today, trying to act and failing miserably. Here, she plays the shrieking caricature of what Heather Hach and Leslie Dixon think a relatable teenage girl is."

Jubilee walked into the room, her pajamas a purple T-Shirt and yellow drawstring pants spotted with purple flowers. "Oh, hey. What are you watching? _Freaky Friday_? Come on, there has to be something on better than that. I know that it's late, but still. Can I change the channel, please?"

"No!" Jean said, scandalized. "We're going to Professor Xavier's study, right now! Get moving!"

She half-dragged Rogue from the couch, and Jubilee followed, and they arrived at the study just as the last few students were filing inside.

"What's going on, Professor?" Pietro politely inquired, smoothing his platinum blonde hair. The other students, in the midst of spreading themselves throughout the spacious room, yawning and exchanging exasperate glances while they did so, added their own questions.

"Students, I have called you here to meet a new arrival to the Xavier Institute. This student is extraordinarily talented in both athletics and academics, and her degree of perceptiveness may surprise you. But I can assure you that she is friendly, nonjudgmental, and her sheer determination is remarkable," Xavier told them.

The interest of several students was piqued, and Bobby and Evan traded curious glances. Whispers and comments floated about the room.

Rogue, however, remained staunchly unimpressed. "Wonderful," She said, her tone dripping with dark sarcasm. "Jean two-point-oh. I should be so lucky."

"Rogue, be quiet," Ororo admonished. "Could you at least try to be pleasant for once?"

Ororo received only a scoff from Rogue in return, and then the goth crossed her arms over her chest, cutting her cold eyes at her superior.

"Like, where is this new girl?" Kitty asked cheerfully, glancing around the room.

Charles smiled. "I'll call her in here so that all of you may meet her. Although I must insist that all of you be considerate and do your best make her feel at home." He turned to the boys. "That means no practical jokes or teasing."

"Of course," Lance said instantly, and Pietro nodded in agreement. Jubilee and Amara looked at each other eagerly, while Scott and Jean quietly murmured to one another, discussing this latest piece of information. Rogue rolled her eyes.

_If you don't mind, would you be so kind as to come to my study?_ He requested telepathically, directing the question to the girl's mind.

_Of course_, she answered mentally.

"So, Professor, who is this girl?" Sam queried, his voice intoned with a southern accent.

"Why not ask her yourself?" Charles replied good-naturedly. "She's here."

He had barely finished his sentence before the door opened, and a willowy girl strolled into the room. Long, bright golden blonde hair framed her stunningly beautiful face, the sleek tresses flowing over her graceful shoulders and traveling to reach halfway down her back, and several strands had been pinned back with a clip bedecked with a pink satin rosette. The elegant and stylish glasses that she wore added intelligence to her lovely features, not at all diminishing the lively sparkle in her wisteria blue eyes. The clothes she wore accentuated her lithe and slim body. Though of medium height, her legs were long and athletic, emphasized by the short, A-line ivory skirt with a delicate floral pattern of small, pale pink roses. She also wore a clingy, pale pink shirt made of lace, with sheer sleeves that stopped just above her elbows. Sparkling, teardrop-shaped earrings decorated with purple beads hung on her lobes, and the feminine chain around her neck was embellished with an antique charm in the shape of a bird. The shoes she wore were high-heeled wedges, a glittery gold with only a subtle shimmer, and the open toes revealed immaculately manicured feet, and her perfume was "Daisy," by Marc Jacobs.

The girl herself was gorgeous, but her outfit only made her look even more amazing. As every student in the room stared at her, mouths gaping in astonishment (Except Rogue, who was still rolling her eyes), the smile that had graced her featured began to slip.

Anxious, she glanced at Charles. "Professor, is something wrong?" She asked quietly.

"No," he said benignly. "In fact, they're all quite amazed by you, and would do anything if you asked them. Why don't you introduce yourself?"

"Okay." She smiled again, and projected her melodious voice to a tone that was louder, but retained its pleasant ring. "Hello, my name is Carlie Stacy. I'm a mutant, just like all of you, and I've come to learn here at the Xavier Institute."

She had the rapt attention of every male student, and most of the other girls looked very enthusiastic about the new arrival as well.

"Cool," Bobby said. "What's your mutation?"

An uncomfortable expression slid across Carlie's face. "Actually, I'd rather have the introductions tomorrow. I'm really tired."

"Certainly," Charles concurred.

"You can share my room," Amara offered without hesitation. "My name is Amara Aquilla."

"And I can carry her bags," Lance added instantly.

"Don't worry about it, Lance, I can get it," Pietro told him casually.

"No, she should stay in my room," Jubilee argued.

Kitty spoke directly to Carlie. "You can, totally, stay in the room that, like, Rogue and I share."

"Sure," Rogue said acidly. "She can sleep out on the roof."

"Relax, all of you." Jean laughed. She turned to Carlie. "Hi, my name is Jean Grey. And it's fine if you want to share my room."

"You'd honestly do that for me?" A smile blossomed over Carlie's beautiful face. "Thank you so much."

"Sure," Jean said. "Let's get your luggage and we can head straight there."

"Okay," Carlie said. "My bags are in the foyer."

There was a strong gust of air as Pietro rushed out to the foyer, Lance running out after him. The other boys followed, each eager to have a chance to impress Carlie.

In the end, both Lance and Scott managed to wrangle suitcases from Pietro, and they formed a little parade as the queque climbed the stairs to Jean's room.

"You know, Carlie has a great personality," Jean heard Pietro say in a low tone to Scott, who readily agreed. She exchanged a smile with Carlie, who had also heard.

Once at the room, the boys dropped off the suitcases in Jean's room, then reluctantly left. As she closed the door behind them, Jean giggled.

"You know," she addressed Carlie, "they all have major crushes on you."

"Really?" Carlie asked in genuine surprise.

"Yes." Jean nodded and walked over to Carlie's twin bed, settling beside her and leaning forward conspiratorially. "I really like Scott, but I think that you and him would be a much better couple. Plus, I don't want that little, goth, Satanist Rogue to sink her claws into him. So how about if I play matchmaker and set you two up?"

"I don't know. . ." Carlie said uncertainly.

"It'll be fun," Jean coaxed.

"Maybe," Carlie replied evasively. "I just want to stay friends for now."

"Of course," Jean said. "Scott and I usually hang out together, but we can include you, too. Most of the other girls just aren't mature enough for me to be around them for long. I really hope that you and I can be best friends."

Carlie looked at her with sudden intensity. "Jean, can I tell you a secret?"

"Sure," Jean said. "But first may I ask you something?"

"Definitely," Carlie responded.

"I'm a telepath, and a telekinetic, but I can't read your mind. It's there, but seems to be blocked off. Why is that?" Jean looked at Carlie curiously.

Carlie took a deep breath. "Well, I think that's because of my mutant abilities."

Intrigued, Jean gave the other girl her full attention. "If it doesn't bother you, what is your mutation?"

"Well. . ." Carlie stood, and in a flash, she was crouched upside down on the ceiling, as Jean blinked up at her in amazement.

Carlie smiled. "I have all of the abilities of Spider-Man."

* * *

**A/N: **I don't care what anyone says, Carlie is _NOT_ a Mary-Sue. I even hate that word, because a Mary-Sue is only a really cool OC character that everyone else flames just because they they don't like her.

Reviews are great. :)


	2. Light in the Darkness

**Disclaimer:** All recognizable characters, settings, and other plot elements belong to Marvel. I do not gain any profit from this page.

**Review response:** The Fic Critic

Story Title: I devised the title on my own. I didn't name it after anything.

About "panelled" vs. "paneled": actually, I checked out Webster's Dictionary website, and both seem to be acceptable. So I guess that it's just a personal preference.

"Freaky Friday": That movie disgusted me. The character "Anna" was presented as hysterical, bratty, unreasonable, sullen, and barely likable, and yet, she was supposed to be a realistic teenage girl. While it's true that ALL teenagers, male or female, have their bad days, none that I know as a whiny and selfish as Anna was. Frankly, I felt quite insulted by her depiction; she wasn't even a real character, just a living bundle of teenage stereotypes.

Linsay Lohan: Yes, what her parents did to her was horrible and sad. But everyone has issues with their parents. Some issues are more extreme, some issues less. However, she's twenty-five now, and can't always be blaming someone else for her problems. At this point she needs to start taking responsibility for herself. She's been arrested for two DUIs, has been in and out of rehab for drugs and alcohol, and was caught shoplifting a necklace from a jewelry store. I will concede that she helped the British Red Cross in the aftermath of the Haiti earthquake.

My fics: "Its weird, I've looked at the profile page, and no way is all of your stories this bad." Could you let me know which of my stories you consider "bad," and inform me why? I welcome constructive criticism, just not flames.

On with the story.

* * *

With graceful ease, Carlie nimbly dropped from the ceiling, flipping in midair so she fluidly landed on her feet, as Jean stared at her, astounded.

"But . . . how?" That was all Jean could manage to say.

A somber look crossed Carlie's lovely face. "I should probably tell you everything. Well, when I was very young, my mother died, and my father had to raise me by himself. He was a police officer, and I always helped him with his cases, but one day he was killed in the line of duty."

"Oh, Carlie!" Jean rushed forward to embrace her best friend. "That's so terrible! You must be very strong to live through that."

Carlie gave her a melancholy smile. "It's all right. I learned to cope with it. After a while, you adjust to stuff like that. Anyway, after my dad passed away, the family of my best friend, Gwen Stacy, adopted me. I lived with them happily for several years. But then, about a year ago . . . my mutation surfaced. I don't even know why it took the form that it did. But I didn't tell anyone about it, not even Gwen. But I wanted to follow Spider-Man's example, so I began fighting crime in my spare time. Then, one day when I was supposed to meet Gwen in the park, the Green Goblin appeared suddenly and started wreaking havoc.

"I had no choice but to don my Spider-Girl costume and try to subdue him. There was no one else around, so we weren't endangering anyone. I was close to figuring out his secret identity, and I had ripped away most of his mask. When Gwen arrived at the park, though, the Goblin took her captive, and threw her off of the George Washington Bridge to distract me. I tried to save her, but. . ." Carlie's exquisite wisteria blue eyes welled with tears, and several ran down the fine, sculpted planes of her cheeks. "I'm not sure, but I think when I caught her by the leg with a string of web, her neck broke from the whiplash. My best friend died, and it's all my fault!" Carlie began to sob.

"No, Carlie!" Jean assured her. "Whatever the result, Gwen's death wasn't your fault! It was the Goblin! You tried to save Gwen!"

Carlie looked up at her, her face tearstained, but nonetheless beautiful. "You think so?"

"I know so," Jean said firmly. "Gwen was lucky to have a friend as wonderful as you."

"When she died, her parents were so stricken with grief that they sent me away because they couldn't bear to be reminded of Gwen every day. My birth name was Carlie Cooper, but I chose to take Gwen's surname as a tribute to her," Carlie explained tearfully. "Professor Xavier found me and invited me to learn here at the school."

"I'm glad he did that," Jean confided. "You're going to love it here, Carlie. And don't worry about being popular because everyone here already loves you. Well, everyone except for Rogue, but don't worry about her. No one likes her anyway."

"What's wrong with her?" Carlie asked tentatively. "She seems so unfriendly."

"She has a bad attitude," Jean said. "She can't touch anyone because of her mutation, and that makes her unhappy, but I'm glad. This way, she'll never get to have Scott. She's also a Satanist. Have you seen the way she dresses?"

"Being a Satanist is a really bad thing," Carlie said worriedly. "What if she's recruiting other students?"

Jean frowned. "Yeah, that would be awful." She brightened. "You know what? We should figure out how to get her expelled!"

Carlie giggled. "How would we do that?"

"Well, I have a few ideas," Jean replied mischievously.

The girls began chatting, and Carlie changed into her pajamas, which drawstring blue and white plaid pants that said, "Aero 1987" down the left leg in yellow lettering, and a matching blue shirt that said, "Aeropostale" across the front in yellow lettering. The best friends talked, laughed, and plotted well into the night.

* * *

The next morning, Carlie was awakened by the rays of sunlight streaming through the uncovered windows. After taking a few minutes to rub the sleep from her eyes, she decided to explore the grounds. Glancing over at Jean, who was still asleep, she decided to go alone. She didn't want to wake her new best friend so early when it had been a late night for both of them, and she needed some time to herself.

The first thing she did was comb her hair and style it into a cute, braided fishtail, and added a floral headband. When she was finished, she selected her outfit: a long-sleeved, henley shirt with ivory and mint green stripes over a lacy, ivory camisole, a short, curb chain necklace embellished with a long stem carved rose charm with rhinestone details, small drop earrings that featured a large rose-printed bead in each center and cutout frame with an antique finish, classic, medium denim jeans with a straight leg fit, and a pair of magenta and navy blue plaid Hollister sneakers. Just in case of an early morning chill, she grabbed her white, lightweight, military-inspired jacket with silvertone buttons down both the left and the right side and tied it around her waist. She applied just a few hints of makeup, with a touch of pink lip gloss, and sprayed just a little perfume, "DKNY Be Delicious."

Quietly, so not to wake the other occupants of the house, Carlie crept downstairs. As she passed by the living room, she heard voices arguing softly, obviously lowered so not to draw attention to themselves.

"You're my best friend here, Lance. When the Professor found me, you were one of the X-Men who helped stop the Brotherhood of Mutants from abducting me."

Carlie frowned. She wasn't certain, but she thought that it was Pietro's voice. He must have been speaking to Lance.

"I remember," Lance's baritone responded. "And I've had some great times with you, 'Tro. But something tells me that Carlie and I are meant to be together."

A gasp escaped from Carlie's lips. She hurriedly clapped a hand over her mouth, thinking of how embarrassing it would be to be caught eavesdropping when she was the topic of conversation. But her mind raced. Did Lance really feel that way about her?

"I'd let you have her, Lance," Pietro replied. "But I don't think that I'd ever be able to get over Carlie. She's wonderful. With her at my side, I could take down the entire Brotherhood."

A soft blush blossomed over Carlie's cheeks. Both these boys were admitting to each other that they were attracted to her. It hard to believe that she could ever inspire such passionate feelings in someone else. Her face grew warmer as she continued to listen to their conversation, so she walked past the room and exited through the front door as quietly as she could. A sigh of relief escaped her lips as she twisted the knob and pushed it open, and no alarms rang throughout the halls. She walked out onto the wide, bare porch, enclosed by sculpted, wide stone pillars that supported the building, and made her way to the broad stone steps. She continued down the first one, when she suddenly tripped over an object and tumbled down the remaining steps to the ground.

She lay there, sprawled for a moment, catching her breath, then stood to find Rogue sitting and leaning against the base of the nearest pillar, wearing a goth outfit, her long legs stretched out in front of her. The girl scowled down at Carlie, her icy green eyes glaring menacingly as her lip curled. She said nothing.

Trembling with anger and anticipation, Carlie stood her ground. This "Rogue" was malicious; she had just deliberately tripped her! Every word Jean had said was true. Preparing for a fight, Carlie steeled herself to confront the other girl.


	3. Heart and Soul

**Disclaimer: **All characters and settings belong to Marvel Comics, including Carlie Cooper. No profit was/is/ will be gained from this page.

**Author Disclaimer:** No events, interactions, or verbal exchanges represent the opinions of Artemis's Liege in any way.

* * *

As anger welled in the pit of her stomach, Carlie locked her unique wisteria blue gaze onto Rouge's. "Why did you trip me?"

Disgust crossed over Rouge's features. "What are you talking about?"

"You just tripped me down the steps," Carlie informed her coldly. "What's your problem with me?"

Rouge rolled her eyes. "Other than that you're right up annoying? You see, Scott likes you. And I want him to like me. I can't let you get too close to him."

Carlie narrowed her eyes. "So what? You're trying to force me out of the picture so you can have himself all to yourself?"

"Looks that way, doesn't it?" Rouge replied, her tone sarky, and eyes sparking with malice.

"Well, that won't work," Carlie told her. "There's no way a good fellow like Scott would ever want a pathetic bint like you, not even if you blagged him into it."

"Shut up," Rouge hissed. "You don't know anything."

"I know that you're trying to be so goth and dark and evil by being a Satanist," Carlie said, her distinctive blue eyes blazing. "Seriously, A Satanist? You are such a loser."

"If you say one more word, I'm going to turn you into brown bread," Rouge threatened.

"Why don't you have a go at it?" Carlie's heart was pounding. Whilst she had battled various petty thieves and several supervillains, Coldheart, Freak, Cyclone, and the Green Goblin amongst them, she had never brawled with a classmate before. But if she could take down terrorists, then she could deal with a jealous goth.

But before she could blink, Rouge had rushed toward her, and slammed her fist into Carlie's mouth. The impact and sudden pain sent Carlie stumbling backwards, and she pressed her hand against her lips as the metallic taste of blood trickled over her tongue.

"Hey!"

An angry male voice broke the silence, and Rouge's smug smirk faded slightly as Scott, followed by Jean, Kitty, Lance and Pietro, sprinted towards them.

Lance was wearing a white button-down shirt with vertical grey stripes, a black leather jacket, faded, dark classic-style jeans, and suedette lace-up shoes, and wore the clothes well.

Pietro looked very handsome himself in a grey, lightweight cotton hoodie decourated with an ivory Fair Isle print and welt pockets, with a heather blue V-neck T-Shirt underneath. He also wore black jeans and steel blue gutties.

Though more casual, Scott's outfit was quite suave as well. He had a burgundy, plaid, vintage button-down shirt open a black Abercrombie T-Shirt, dark jeans, a belt of burnished brown leather, and classic, dark green lace-up plimsoles.

Jean was very stylish in a strappy, white lacy minidress, with a long, V-Neck wine-coloured cardigan with a family crest patch embroidered on the front pocket that she wore open over the dress. She also had a black leather belt with a dark blue chiffon flower embellished over the buckle, and leather sandals with thin, braided straps. Her long red hair was loose and flowed over her shoulders.

Kitty's outfit was twee: a powder blue, vintage button-down shirt under a pink cashmere cardigan trimmed with delicate lace at the neck and buttons, and the cuffs of both shirts were rolled to her elbows. A tiered, lacy, ruffled white miniskirt, a leather belt with a lilac floral pattern, and a pair of beaded, white leather sandals completed her outfit. She had styled her hair so two thin braids formed a circlet around her scalp.

"What do you think you're doing, Rouge?" Kitty demanded, getting all up in Rouge's face.

Scott grabbed the Satanist by the shoulders and began shaking her roughly. "How could you do that to Carlie?"

"Because I think she's a slapper," Rouge growled, glaring daggers at Scott.

Pietro approached Carlie, and spoke gently. "Are you are all right, Carlie? Would you care for some char? Or should I get Ms. Munroe to check you out? She's a certified doctor, you know."

"Yeah," Lance added, nudging Pietro away. "We could get the Professor and tell him what Rouge did. She would get into a lot of trouble. She might even get sent to Coventry, and then none of us would have to deal with her whinging anymore."

Carlie hesitated. She didn't like the other girl, and the Satanist had tried to harm her, but was this right thing to do? "No," she decided.

Everyone looked surprised.

"Are you sure, Carlie?" Kitty asked. "Rouge's dropped a clanger here, and we were all, totally, witnesses. The Professor would never, like, believe Rogue over us."

"I want to finish our punch-up," Carlie said, meeting Rouge's eyes. "Then, I'll prove that I'm not one to be messed with."

"Like that's going to happen." Rouge smirked. "I hope that you have a plastic surgeon on call, because when I'm done with you, that pretty face is going to look like raw hamburger meat."

"How dare you say something like that to her!" Pietro punched Rouge in the face. The Satanist, cruel, but wily, grabbed his bare hand and held the appendage against the skin of her cheek, and Pietro wavered.

"What's she doing?" Carlie asked Lance frantically.

"With her mutation, she can drain away people's memories, thoughts, and abilities," Lance explained. "She's going to use Pietro's mutation as her own. Rouge! Stop!"

Pietro collapsed, and Rouge tossed aside his unconscious body as if he were nothing more than a rag doll. A crazed light glinted in her eyes.

"You can do this, Carlie," Lance encouraged. "Show that toffee-nosed goth swot what you're made of!"

Rouge charged at her faster than the speed of sound, but thanks to Carlie's spider-sense, she could tell where Rouge was going to be. With her enhanced strength, she let her fist fly into Rouge's face several times, careful to keep her punches quick and rapid, lest she allow Rouge to touch her skin for too long. Soon, Rouge fell to the ground, barely able to wheeze for breath because of Carlie's tonks.

Her friends congratulated her.

"That was jolly good, Carlie!" Kitty said excitedly. "You're better at hand-to-hand combat than any of us!"

Carlie chuckled. "I'm sure that's not true," she said modestly.

"You were excellent," Pietro said, smiling at her.

Carlie felt a blush begin to flood her cheeks. "Thanks. I've been through a gauntlet, but now I think I'm going to be fine."

"He's right," Lance agreed, sending an impressed look her way. "You know, I've had some great times with my mate Pietro, but now I'd like to give you a try. Tell me something: would someone as talented as you be inclined to join me for dinner on the town and a movie at the cinema this evening?"

"Oh, my gosh, Carlie, he's asking you out!" Kitty whispered. "What are you going to do?"

"Lance, I-" Carlie started to speak, but she was interrupted when a loud explosion sounded from beyond a grove of trees!


	4. The Stranger

**Disclaimer:** All recognizable characters, settings, and other plot elements belong to Marvel. Any products or copyrighted material belong to their respective owners. I do not gain any profit from this page.

* * *

The entire group, except Rogue, ran through the grove of trees to the source of the explosion. They burst out of the shrubbery into the clearing to find a strikingly handsome teenage boy looking at them disdainfully. He lowered his hands, which had been extended, directed at a tall oak tree, which now had a gaping hole burned through its trunk, with smoke coiling up from the edges.

Watch out," he said tonelessly.

Mere seconds after he spoke, the meager wood holding up the tree began to groan dangerously, and the tree collapsed. The X-Men scrambled out of the the way, but the handsome stranger remained where he was. The large oak tree landed less than a foot from where he was standing, but he neither so much as flinched, nor did his expression flicker.

A few beats of silence passed as the two parties stared at each other before Scott leaped forward. "Who are you?" He demanded.

"My name is Northstar," said the stranger.

"I'm Scott Summers, leader of the X-Men," Scott informed him.

Northstar was thoroughly unimpressed by this piece of news, judging by the expression on his face, which was, to be brief, beautiful. His precisely symmetrical features were set upon utterly flawless, ivory skin, with arched, upswept eyebrows and high, sculpted cheekbones, all complemented by his sleek black hair. Thick eyelashes gave his eyes a smoky appearance, which were already remarkable due to their unusual coloring: a very cold, pale, glacial blue that seemed to burn with an arctic intensity. He was taller than average, with a whipcord thin build that suggested extreme athleticism rather than frailty, which was accompanied by lean, defined muscles. And although the teen wore casual clothes, it was impossible to hide that his outfit was constructed from a variety of extremely expensive and high-end brands. He was dressed completely in black, which only emphasized his alabaster, completely unblemished complexion.

"Are you a new student at the Xavier Institute?" Jean asked curiously.

"So I've been told," Northstar answered.

Jean smiled. "That's wonderful! You'll love the Xavier Institute so much! It is so much fun all of the time!"

Northstar appeared supremely uninterested. "Fascinating," he replied in his monotone as he rose a single eyebrow.

"Oh my gosh," Kitty whispered to Carlie. "He's going to be a new student here!" She rolled up her skirt so more of her legs would show. "He's super cute!"

"He is very good-looking," Carlie agreed. "But I have the strangest feeling that I've met him somewhere before."

"That's a great reason to go and talk to him!" Kitty exclaimed, removing her cardigan to expose her bare shoulders. "You should ask him out, Carlie! I bet you could have a great time with him out on a date!"

"I bet anyone could," said Lance appreciatively as he gazed at Northstar.

"I'll watch him for a few minutes," Carlie decided.

"So, what's your mutation?" Pietro asked Northstar.

"Like it's any of your business," Northstar returned coldly. His icy eyes seemed to burn when he spoke.

Not deterred, Pietro continued his line of friendly questioning. "Where are you from?"

He received no reply. Northstar stared at Pietro blankly.

"I think I'm going to make my move," Carlie whispered to Kitty. "I'm kind of nervous."

"Go for it, girlfriend!" Kitty told her excitedly. "He'll be so astounded by your beauty that he'll have to say yes to a date!"

"Thanks," Carlie whispered shyly, blushing. "But I honestly don't think I'm that pretty."

Kitty looked at her seriously. "Carlie, you are the most beautiful person I have ever seen in my entirely life. You know who Mary-Jane Watson is, right?"

Carlie stuck out her tongue in disgust. "That one slutty model who is always posing on the cover of some magazine in some sort of streetwalker outfit, but all the boys think is really hot? What about her?"

"I think that you're much prettier than she ever could be," Kitty told her. "And to think, you're not even a professional model."

"That means so much to me," said Carlie gratefully. "But I'm sure I'm not that pretty," she added modestly. "And now I'm going to talk to Northstar."

She walked up to Northstar, who looked very bored by the current conversation Jean and Scott were having with him. C arlie found the boy to be very strange. With his unchangingly expressionless face, icy demeanor, and winter pale complexion, he was closer in resemblance to a cold, white marble statue enchanted by some supernatural means rather than a human with blood coursing through his veins. But nevertheless, she was intrigued by him. An aura of mystery surrounded him, and she intended to discover why she recognized him. If only she could place the memory of his astonishingly handsome face.

"Hi," she said to Northstar.

He said nothing in reply and stared at her as if she were gum on the bottom of his expensive shoe.

She stared back in return and waited for some sort of response.

He continued to stare at her with something akin to dislike surfacing in his gaze.

Carlie was so surprised to see an actual emotion on his face that she forgot to actually say anything.

He stared at her.

Finally, Carlie broke the awkward silence between them. "I'm Carlie Cooper," she said. "I used to be Spider-Girl," she added. She extended her hand for him to shake. "I'm very pleased to meet you."

He glanced down at her hand and then back at her. "The pleasure is all mine, let me assure you." But something in his tone sounded very insincere. He took out a lighter and lit a cigarette.

"Have we met before?" Carlie asked casually.

Northstar looked disgusted. "No," he said flatly. "I only date other criminals."

"What?" Kitty asked, aghast.

Pietro looked equally horrified.

"Are you legitimately a criminal?" Scott asked him seriously.

"Yes," Northstar responded in his monotone. "This is supposed to be some sort of rehabilitation for me."

"What do you mean?" Jean demanded.

Without replying, Northstar stalked off.

"He's very mysterious," Jean observed to Scott.

"Rather secretive, too," Scott agreed.

Carlie couldn't explain it, but somehow, she felt drawn to the aloof Northstar. But if he was a criminal, she didn't see how she could obtain answers from him.

"What do you think?" Kitty asked Carlie quietly.

"We need answers," Carlie stated.

Kitty nodded in affirmation.

"So, tonight," Carlie said grimly, "we break into his room."

* * *

**A/N:**

Positive feedback about this story is great. As for the flames, well, haterz gonna hate. :P


	5. Secrets of an Unknown Past

**Disclaimer:** All recognizable characters, settings, and other plot elements belong to Marvel. Any products or copyrighted material belong to their respective owners. I do not gain any profit from this page.

* * *

Later in the evening, Pietro spoke to Carlie.

"Hey, Carlie," he said. "I know that Lance has already asked you out, but I also really like you. You're a really amazing girl."

Carlie was flattered. "Thank you, Pietro," she said gracefully. "That really means a lot to me."

Pietro smiled at her. "Would you be interested in going out with me?"

Carlie wasn't sure what to do. She was receiving all of this attention from so many boys. She didn't want to hurt Pietro's feelings, so she sighed. "Oh, Pietro. I would love to go out with you, but Northstar had already asked me to be his girlfriend." Carlie wasn't lying to be mean, she just didn't want to hurt Pietro's feelings. She still felt guilty, though.

"Oh." Pietro looked sad. "Well, I can understand why you would date him. He's very good-looking."

"He is," Carlie agreed, frowning and concentrating hard. Why did Northstar look so familiar? But then again, she didn't really recognize him as much as she felt like she should recognize him. He said he had been a criminal, so had he been part of her rogues' gallery when she was Spider-Girl? She shrugged. It was possible.

Pietro brightened. "Hey Carlie, if you ever get bored with Northstar, let me know, okay?" H e waggled his eyebrows. "You don't even have to break up with him for you and me to get together."

Carlie laughed melodiously, exposing her brilliant, white teeth. "I'll keep that in mind."

Pietro nodded. "Okay. Hey, are you coming downstairs? We're watching Valentine's Day."

"Who's watching it?" Carlie asked cautiously.

"Jubilee, Amara, Gambit, Lance, Sam, Rahne, Roberto, Jean, and Scott," Pietro responded promptly.

"Not Rogue?" Carlie asked apprehensively.

"That Satanist slut?" Pietro laughed scornfully. "Professor Xavier kicked her out today. She's so stupid that she flunked out of school."

"Oh, good." Carlie sighed in relief. "I was never scared of her, but I really didn't like to be around her."

"No one did," Pietro replied. "Will I see you when the movie begins?"

"Maybe a little later," Carlie said, her wisteria blue eyes sparkling.

"Okay." Pietro walked off, and Carlie went to find Kitty.

"Are you ready?" Carlie asked her.

"Yeah," Kitty said. "Let's do this!"

Kitty was wearing a pair of black, classic skinny jeans with metallic, silver, ankle-length Dr. Martens. She also wore a royal blue leather jacket with gold studs at the shoulders that cut off at the midriff over a tight red tank top made from a stretchy material. She had coiffed her hair into a french twist.

"Great outfit," Carlie complimented her.

"You, too," Kitty said in return, looking at her admiringly.

Carlie didn't want to brag, but she knew her outfit was very cool. She was wearing the tight catsuit she had previously used for her Spider-Girl costume. Not only did the suit emphasize her curves and long legs, but the material seemed to be forever changing color. It shimmered from a deep, sensuous fuchsia to jet black whenever she moved, constantly slowly shifting between the two shades. To match, she wore a pair of dark purple combat boots that laced up to her knees. Her golden hair was loose, draped over her shoulders. She had taken off her glasses, which she only really used for reading, anyway.

The two of them slipped into the boys' dorm; Kitty used her power to phase them both through the wall for the sake of simplicity. The hall was deserted, because most of the boy were watching the movie, and the rest of them had gone to a nearby rave.

They quickly found Scott's room. Scott had been less than thrilled when the Professor announced to the school that Northstar would be Scott's roommate, but oddly, Northstar seemed like he couldn't have cared less.

On one side of the room was Scott's stuff, where he had neatly organized his possessions and framed posters of classic sports cars on the walls, the lower half of which were apple green and the upper half Yale blue, separated by an ivory border. Scott had personalized his bedspread with red silk sheets and a northwestern lodge-style bedspread.

Northstar's side of the room was undecorated, with only a lamp atop his mahogany chest-of-drawers, and his bedspread was a stock type that matched the wall colors. He had done nothing to personalize his area.

"Let's check the drawers," Carlie said to Kitty. "We might find a clue to his past there."

Kitty nodded. "That's a really good idea!"

Carlie yanked out a drawer, dumping the contents all over the thick, navy blue carpet. "You go through this drawer. I'll go through the desk."

Kitty complied. Carlie found nothing in the desk beyond a dissertation about the symbolism within_ The Scarlet Letter_, which puzzled her.

"You know, I think Northstar may be a Satanist," Kitty said worriedly. "He has nothing but black clothing."

"That is weird," Carlie agreed.

"Oh my gosh, Carlie!" Kitty exclaimed suddenly. "Look at this!"

Carlie stood and walked over to Kitty, her every movement graceful and fluid. "What is it?"

"This!" Kitty pointed. She had found several sheathed bowie knives. As the girls went thorough more of the black clothing, they found hunting knives, Swiss Army knives, switchblades, several pairs of steel handcuffs, Kelvar vests, police flashlights, and tazers.

"This is a strange development," Carlie observed, brushing back a strand of golden hair from her gorgeous face.

Suddenly, the two friends heard footsteps approaching! Kitty grabbed Carlie and they phased into the wall, staying there so they could eavesdrop.

The person walked into the room, and didn't react to the mess, so it was probably Northstar, because he really never reacted to anything. His cellphone went off.

_If you ever leave me baby,_  
_Leave some morphine at my door_  
_'Cause it would take a whole lot of medication_  
_To realize what we used to have,_  
_We don't have it anymore._

"What do you want?" The person asked. His tone was very bored, so it was Northstar.

He listened to the phone for a few minutes. "Yeah, I was just confirming it."

Carlie listened closely, and she could hear another person speaking on the other end of the line, but she couldn't distinguish any words. She looked at Kitty hopefully, but the other girl just shook her head.

"Did Boss call for action yet?" Northstar queried in his monotone.

Carlie frowned. Who did Northstar work for?

"Great," Northstar said into the phone. "I'll get right on that. The same plan as always." He hung up the phone.

Carlie motioned to Kitty to take them back into the hall. "I'm going to talk to him. Wait in the wall in case I need help."

Kitty grasped Carlie's hand. "Be careful, Carlie. I would hate myself if I let you get hurt!"

"It'll be okay." Carlie smiled courageously, then knocked on the door.

A few seconds passed before Northstar answered. "Hello, Carlie," he said, opening the door wide. "Would you like to come in?"

"That's okay," Carlie declined. "I just wanted to talk to you."

Northstar's expression remained blank. "What would you like to talk about?"

Carlie took a guess. "I wanted to welcome you the Xavier Institute, and if you ever need someone to talk to, you can talk to me."

A look of intense pain crossed Northstar's beautiful face. "Do you really mean it, Carlie? I could really use someone to talk to right now."

"Of course," Carlie responded kindly.

"Not her," Northstar said. "Meet me tomorrow in the grove of trees where you saw me today."

"I don't know . . ." Carlie said, her suspicions raised.

"You can bring all of your friends," Northstar assured her. "I just want to talk to you."

Carlie stared at him, trying to deduce his motives, and as she gazed upon him, the beauty of his face face seemed to twist and warp. She blinked in surprise, and his face returned to normal. She supposed it had just been because of his pained expression.

"I'll think about it," she replied guardedly, before she glided down the hall.

* * *

"What's this about, Carlie?" Jean inquired when she, Scott, Kitty, Pietro, Lance, and Carlie had assembled in the library.

"I talked to Northstar today," she informed them seriously.

"The criminal?" Scott frowned in thought. "He could be dangerous."

"Yes," Carlie replied. "He asked me to meet him in the woods tomorrow. Just to be safe, I'd like all of you to accompany me."

"For you, anything, Carlie!" Jean smiled brightly at her as everyone else nodded fervently in agreement.

"Then it's settled." Carlie stood determinedly. "I'll meet Northstar in the woods tomorrow."

* * *

**A/N:** Bruno Mars owns the lyrics to "It Will Rain".


	6. Mind Games

Carlie and her friends walked into the forest. Carlie was wearing a light blue lacy dress that had a scoop neckline with a light yellow cardigan with gold brass buttons that was longer than normal and a pair of white patent leather ballet flats with a trim of black grosgrain ribbon that also made a bow over the toe. She also wore a white leather belt with pink flowers patterned on it and an antique buckle. Her necklace was a small golden heart pendant with a light blue sapphire in the middle and it hung on a delicate golden chain. Her long golden hair was loose and she looked like Quinn Fabray from _Glee_ before her pregnancy started to show.

All of her friends complimented her on her outfit before they went into the forest to meet with Northstar.

"I wonder what Northstar wants," Lance said in speculation.

"I'm not sure what he wants, but we should be careful of him," Scott cautioned. "He seems to be dangerous, going around and blowing up trees that aren't his property and whatnot.

The rest of the group nodded fervently in agreement with Scott's statement.

"I agree with Scott," Jean spoke up.

So they went to the grove of trees and waited for a while. Northstar didn't seem to be there yet.

While they waited, Carlie told them about the mystery she had helped her father solve when she was a child.

"I was at the crime scene with him," she explained clearly, "and I noticed that every window of the bank that had been robbed was open. So I concluded that the robber must have had claustrophobia and had opened the window to create the illusion of more space."

"Wow, Carlie," Pietro said, impressed. "The criminals out there better watch out, because they don't stand a chance against you!"

"Yeah," Lance exclaimed. "We should, like, form a club or something to stop crime."

"That's a great idea," Carlie realized. "When I was working as Spider-Girl, I was actively helping out the community. I would love a chance to do that again."

"Let's do it, Carlie!" Jean exclaimed. "Let's form a club against crime! We it the Bayville Sirens!"

"What are all of you talking about?" Asked newcomer to the group.

"Oh, hi Selene," Carlie said, recognizing the girl she had met last night.

Selene was an older student at the Xavier Institute. She looked rather Victorian, with long black hair and pale skin, and she wore a bright pink tank top with a glittery purple in the middle under an unbuttoned, loose, purple silk blouse dotted with tiny pink flowers, a pair of light blue jeans that were stylish and faded, and a pair of lilac Uggs. She was tall and slim and very pretty.

"Selene! We're forming a club! Would you like to join?" Asked Kitty excitedly.

"What kind of club?" Selene asked with a smile.

"It's like a community service club," Carlie explained. "We're going to go out and fight crime." She knew that Selene was kind-hearted and always concerned about the environment and the problems of the local community.

"I'll think about it," Selene promised good-naturedly. "But right now I have to go help out at the Bayville Soup Kitchen."

"Okay," said Carlie. She turned to her friends. "What should we call our club?"

"The Sirens!" Kitty suggested.

"Too girly," Pietro objected. "Let's be the Watchmen! I can be Rohrshach!"

"That's sexist," said Jean.

The solution appeared in Carlie's mind. "How about we be the Crimebusters?"

"That's a great idea!" Scott exclaimed. "What a perfect name!"

"Do you think Northstar will want to join our club?" Lance wondered.

"I don't know." Pietro frowned. "He hasn't showed up yet, has he?" He asked.

"Also, he said that he was a criminal," Carlie said, the gears of sharp mind whirling. "He might oppose a group such as ours."

"I've been wondering about that," Jean admitted. "I asked the professor about Northstar, and it was strange, because he didn't even seem to be aware that Northstar attended this school. Actually, he didn't even know who I was talking about."

Carlie snapped her fingers. "That's it! I bet he gave us a fake name! No wonder I couldn't recognize him!"

Pietro scowled. "That punk! I can't believe that he would try to deceive us like that! Who does he think he is?"

"Well, obviously he's not Northstar," Kitty said. The other Crimebusters nodded in agreement.

"Why did he lie, though?" Scott questioned. "Seriously, to lie to a bunch of people he was planning on living with for the next few months . . . he's either insane or perhaps an idiot."

"He could be morally insane," Pietro proposed. "I've heard that happens to people."

"Is he really even a mutant?" Kitty queried. "'Cause the only thing I've ever seen him do is blow up a tree. I bet Captain America could blow up a tree if he tried hard enough."

"But why would a person who isn't a mutant attend a school specifically designed for mutants?" Scott questioned.

A frown descended upon Carlie angelic face, but she still looked really lovely. She rose from the ground gracefully, dusting herself off. "I don't know what Northstar's deal is, but I hate to be kept waiting. I'm going to find out what he thinks he's doing."

"We'll come with you to protect you, Carlie," Jean said. "We still don't know if Northstar is a Satanist or if he's crazy or if he's a human."

* * *

Carlie and the other Crimebusters found Northstar sitting in the library. The lights had almost been completely dimmed, leaving the room almost totally not illuminated, except for the fire burning in the hearth.

Northstar leaned back into an overstuffed armchair in the center of the room, twirled a long Bowie knife between his fingers and staring off into space. The flickering flames cast odd shadows over his alabaster face, leaving his icy blue eyes uncannily glassy and pale.

But Northstar didn't even acknowledge their presence. He simply sat there, entranced by the empty air, his facial expression blank.

Carlie was beginning to get annoyed with this boy. What kind of game was he playing with her?

But just then, a figure burst in through the window, sending shards of glass flying everywhere.


	7. Threats

All of the Crimebusters were startled by the sudden appearance of an intruder crashing through the window. Even Northstar stood up and posed defensively with his bowie knife.

What do you want?" Carlie demanded of the intruder.

The person who had invaded the library window was a very pale, tall, muscular man in a poison green spandex suit with a black skull and crossbones. He looked like a jack-booted thug.

"I am the Punisher MAX!" He declared. He pointed a machine gun at Carlie and the others. "Now, spill the beans! I am here for an amulet, heads and jocks and nerds! Can you dig it?"

"What amulet are you talking about?" Kitty asked in confusion.

"Don't be a bunny!" Punisher MAX retorted. "Here's the skinny: I am in your crib for a heavy glow worm!"

"This is enough!" Carlie put her foot down. She wasn't going to let anyone point a gun at her or her friends. She hadn't had much of a chance for friends at her old school, Midtown Magnet Manhattan High School, largely because she was busy as Spider-Girl, solving crimes and taking down villains. Also, she had been too deep for most of the kids there to understand, and most of the girls had been really jealous of how pretty she was. She once almost gotten a boyfriend, a sweet guy named Peter Parker, who had been into science, like her, but his stupid girlfriend Mary-Jane had been totally jealous and had gotten in the way. Gwen had been her only true friend, and now Gwen was dead.

Because of her. It was all her fault. Her best friend was gone.

Tears welled in Carlie's sapphire blue eyes and dripped down her lovely, dramatic cheekbones, one teardrop trailing inward along the gorgeous plain of her face to fall upon her full lips.

No. She wasn't going to allow anyone to hurt her friends ever again. Perhaps that was her flaw- she was violently protective of her friends. She would destroy anyone who tried to hurt them- be it a villain, Rogue, or this Punisher MAX, and she wouldn't regret it at all because they deserved it.

Deftly, she extended her graceful, lean arms, allowing the webbing to shoot from her wrists and wrap around the Punisher MAX.

Carlie stalked up to the immobilized man; though her every moment was agile with a sinewy finesse, it was obvious to everyone that her demeanor was angry and determined.

"What is this amulet you're talking about?" She inquired, her mellifluous voice hard with contempt.

"Zoinks!" The man exclaimed. "You don't have to get zappy! I'm not here to hurt anyone!"

"Why _are_ you here?" Scott folded his arms over his chest.

"You all stop jivin', youngblood!" The Punisher MAX said. "Don't be trippin'. I contract with a tubular homie known as W. Fiskie, or the Criminal Kingpin. You happen to posses the shizzle that he wants: a snazzy amulet that holds the key to the secret of life. Now, be totally munga and hand it over!"

"I don't think so!" Carlie replied.

"What you be smokin', cheese weasel?" The Punisher MAX inquired. "Dontcha you know, what W. Fiskie wants, W. Fiskie gets, or my name ain't Ra's Al Ghul! If the Kingpin Criminal thinks that you are breakin' foul on him, he'll set Daredevil, his top enforcer on you, and then it's black saber!"

"So Kingpin is after this amulet . . ." Carlie mused. "I wonder what he wants with it."

"What is this, a psycho convention or a confab?" The Punisher MAX queried. "Would y'all do me a favor and cut me down from the ceiling?"

"All right, here's what we're going to do," Carlie decided. "We'll cut you down from the ceiling, but you have to tell the Criminal Kingpin that we won't give him the amulet."

The Punisher MAX laughed. "You be gettin' psychedelic, hep-cats? The Criminal Kingpin won't appreciate your bogus diss!"

"Well, he's just going to have to deal with it!" Carlie fired back. "I've devoted half my life to defeating criminals, do you think that I'm going to broker a deal with them! The Kingpin is head of a criminal organization, he's no better than the Green Goblin! The Green Goblin is a symbol of white supremacy and he's a terrorist! He's a murderer, too! He killed my best friend! I would never, ever, in a million years, endorse either of those people! I won't even buy a poster of myself fighting the Green Goblin, even though they're all over the place, because I don't want to have to look at an image of him everyday! And I would even contemplate doing something more serious and permanent, like getting a tattoo of him! I wouldn't get a tattoo of Spider-Man, either, because he's just a poser who's trying to copy off a my success!"

The Punisher MAX rolled his eyes. "Sure, whatever cuts the mustard for you, primadonna. Are you sure you aren't huffing the 'shrooms?"

In anger, Carlie grabbed Northstar's bowie knife and cut her webbing off of the Punisher MAX. "Get out of here, you filthy degenerate, and don't ever return!" She yelled, throwing him back out the window.

He landed in a heap outside. "OOooff . . . ow! That chick's gone radically ziggy! Word up!" He got up and dusted himself off. "Well, now I can go harass the Pride's kids, even though that one purple-haired girl is dead and the blonde boy who was her beau has gone insane and struck off on his lonesome." The Punisher MAX set off on a journey.

Inside, Carlie had a few moments to calm down. Her friends were very supportive of her actions. Northstar stood off to one side, reading a book about black magic sacrifice and rituals.

"Don't worry, Carlie," Lance reassured her. "You did the right thing, and you did it better than any of us ever could."

Northstar sidled up and grabbed the metal blade that she had kindly borrowed from him. "I don't appreciate people who are hypocrites," he told her.

"What are you talking about?" Carlie demanded, an angry frown on her face but no less pretty because of it.

"Yeah, what's your deal?" Jean chimed in.

"You know what I'm talking about," Northstar informed Carlie emotionlessly.

Selene burst into the room. She was wearing a sleeveless, colorblock woven dress that featured a surplice **V**-neck and ruched shoulders with a stretchy, knit skirt, with a wide, black leather belt covered by a sheen of golden beads. Her heels were very cool: floral wedge sandals with a bow accent and an ankle strap with a buckle closure. Her long black hair was loose, framing her face and accented by her earrings: a pair of dangly, elegant, teardrop earrings with aqua-colored beads in between the filigree. "No time to argue! Professor Xavier has been kidnapped!"


	8. Clues

Carlie entered Professor Xavier's office, solemnly glancing around the the spacious room, tastefully decorate in a classic, debonair style. The walls and ceiling were all painted pearl white, lined with a carved, polished mahogany trim with a matching floor, set off by a thick Oriental rug, accompanied by long drapes. Two tall shelves lined with tidily arranged leather-bound books and exquisite, expensive-looking ornaments sat directly opposite one another on the left and right side of the room. Elegant European ceiling lamps illumined the massive, ornate desk.

Carlie scanned the room, searching for any clues that might help her. She wore a peach-colored, button-down silk blouse with a ruffle-trimmed **V**-neckline; a preppy, fashionable, emerald green Abercrombie & Fitch blazer that had brass buttons and a crest sewn onto a pocket on the left side and three-quarter sleeves; a woven, yellow, border scarf with a pattern of pink flowers, worn around her neck in a manner similar to a kerchief; a pale yellow, crochet, floral lace miniskirt with eyelet detailing that was smocked at the waist with a wide satin ribbon that formed a floppy bow on the side of her left hip; lacy, nude, over-the-knee, silk socks; and a pair of vintage, leather, burnished ankleboots of the sienna shade of brown, with stacked heels that laced up the front.

Her jewelry was a great and fashionable addition to her outfit: a pair of pink, floral stud earrings with beaded and pressed details and an antique finish; several pressed bangles of various sizes on each wrist, some silver, some gold; and a filigree, gold flower pin attached to the lapel of her stylish blazer.

The door opened again, and Carlie whirled around, looking sharply at the figure who had entered.

Shadows seemed to elongated to hide his face, but there was no mistaking those icy blue eyes: it Northstar.

He was dressed in all black, from his dark jeans and thermal shirt to his laced black workboots. The only other shade on his person was the thick white wool that covered the interior of his leather jacket.

"Hello," Carlie said, smiling slightly at him.

He didn't respond, only gazed at her. Strangely, his appearance was closer to that of a corpse animated by supernatural means than an actual living person; had it not been for his graceful, fluid yet vaguely threatening movements and astonishingly handsome face, Carlie would've believed him to be another species entirely.

He walked over to the enormous fireplace and it lit nearly instantly, before he had even completely reached the hearth.

His actions were very curious, Carlie observed, but she was losing patience. "Hey." She cut her eyes at him. "What's your problem?"

Northstar remained in front of the fire, not looking at her, instead casually watching the flames. Abruptly, he strode to Xavier's desk, removed a sheath of papers, and tossed the pages into the fire. The white papers blackened in the flames as twilight settled outside. Carlie moved closer to the fire , and she could read the words "Bella", "Edward", "chagrin", "masochism", and "Renesmee" -which sounded startlingly similar to a Pokémon creature- which all consumed by flames within seconds.

"What was that about?" Carlie questioned, utilizing her skills as an investigator.

"Useless trash Xavier probably confiscated from some student for her own safety," Northstar responded, tone indicating boredom, perhaps just trace of impatience. He closed his eyes briefly; his notable gaze was ringed by black shadows, as if it had been weeks since he had last rested. "Ultimately insignificant. But someone needs to eradicate weakness if no one else is willing to deign to dirty their hands."

A frown upon her gorgeous face, Carlie watched him. "Jean told me that you're not really a student here," she informed him.

Northstar studied her for a moment, rather reminiscent of a tiger stalking its prey. "That's not what you should be concerned about at the moment," he replied impassively.

"Oh, really?" Carlie challenged. "And what is the issue that so desperately demands my attention?"

"Professor Xavier's abduction," Northstar riposted, gazing at her unwaveringly as he moved toward the desk with a feline grace. He reached on the desk and held up a business card. "I think we know our kidnapper."

Carlie rushed over to him and elegantly ripped the card from his still palm and read the contents:

"**Herr Dr. Sharp Strange, Official Head Gangster of Yancy Street, under the authority of HRH, Criminal Kingpin W. Fiskie**."

A note had been written on the back of the card:

"**Greetings, mutants: I have taken your benefactor until you bring me what I demand. Contact me at 1-800 MATT FRACTION CHARACTERIZATION for details. May the dark forces of gothic power reign forever**."

Carlie trailed her finger over the index card. The material was thick and high quality, indicating money was squandered on something as simple as a reinforced paper card. Carlie's blood boiled. Criminal scum; how she hated them all, with their Rolls Royce, lobster dinners, female escorts- all purchased through blood money gained by robbing hardworking people of their rightful entitlements.

She would find this "Sharp Strange" and ruin him.

"What are you planning?" Northstar asked her quietly.

"What about you?" Carlie arched an upswept eyebrow as she turned the tables on Northstar.

"I just want to help you," Northstar said.

Carlie considered Northstar with her eyes. True, he had entered the Xavier Institute under false pretenses and soon afterward, her greatest potential ally had been kidnapped, but she saw no reason not to trust him. "Sure," she said generously, her beautiful wisteria eyes kind. "You can come with me to confront these mobsters."

The other Crimebusters rushed into the room.

Northstar grimaced and surreptitiously prowled over to the stately armoire, understatedly removing a bottle of brandy and an antique glass.

"What's going on?" Scott demanded.

"Selene was right," Carlie said seriously, her mellifluous still smooth as honey. "Professor Xavier has been kidnapped, but I found a clue that might lead us to where he is." She showed the business card to them; Northstar said nothing to protest her false statement, just watched them intently and sipped his alcoholic beverage.

"Wow, Carlie!" Lance exclaimed. "You're a genius!"

"We're lucky to have you here," Jean agreed. "I don't know what we'd do without you!"

"We'll to take you out to dinner to celebrate your success," Lance said excitedly. "Only the best for an amazing and beautiful girl like you!"

"Thank you," Carlie said modestly. "But first . . ."

The Crimebusters turned toward the fireplace, posing in a formation not unlike the Justice League, looking really cool and ready to fight.

Carlie raise her fist into the air. "I vow to destroy these corrupt gangsters, no matter what the cost!"

Her teammates unhesitatingly pledged their support.

Northstar rolled his eerie eyes and drained his brandy.


	9. An Invitation

The Crimebusters arrived in New York City, and they immediately got themselves the most luxurious rooms at the Ritz-Carlton Hotel. Jean charged it all on her father's credit card, knowing that she could convince him to pay the bill.

Jean, Kitty and Carlie all got a room together. Lance and Pietro also situated themselves in a hotel room. Since Scott and Northstar already roomed together, they didn't feel like it was a big deal that they shared a hotel room as well. Northstar, did however, pay for the room himself after obtaining cash from a nearby A.T.M., seeming unwilling to accept Jean's offers of paying his hotel bill.

A page knocked on the girls' room one night when they were planning to go shopping. Carlie opened the door and looked at the teenager.

"Yes?" She inquired.

The page, whose name tag read, 'Edward Cullen', withdrew an envelope from the pocket of his snazzy uniform with shiny brass buttons. "I have a letter here to Ms. Carlie Stacy, from a Mr. Northstar," he said casually. "Is that you?"

"Ooohhh," Carlie squealed. "Yes, it is!"

The page frowned. "Seriously? That's your name? The way 'Carlie', is spelled, it looks more like 'Charlie' than anything else. And what kind of name is 'Northstar'?"

"He's Native American," Carlie informed him.

"Really?" The page looked surprised. "Okay, then." He wandered off.

Carlie shut the door and opened the envelope.

"Is Northstar really Native American?" Kitty asked with shock.

"Actually, with a name like 'Northstar', he sounds more Middle Eastern," Jean observed.

"I think that he's actually an alien, but don't tell anyone," Carlie informed them seriously. "He might be one of those nice aliens, like the kind of aliens in _The Rocky Horror Picture Show_, and I don't want to sic the government on him if I don't have to."

"Why do you think he's an alien?" Jean asked, confused.

"Because he is so uncannily beautiful," Carlie responded matter-of-factly. "No regular person has such an eerie aura of beauty and mystery surrounding them.

Jean grinned at her. "Well, Carlie, you're very beautiful yourself."

"Oh, a romantic letter!" Kitty shouted, spotting the envelope with fancy calligraphy grasped in Carlie's immaculately manicured hands. "See what it says!"

"It might not be romantic," Rogue warned, climbing in through the window, wearing a Mystic tan, a blonde dye job, a black domino mask, and a black uniform with a gold lightning bolt across the front.

"Shut up, Rogue!" Kitty scowled at her.

Carlie opened the note and scanned its contents:

**Carlie Stacy,**

**You are aware of your mutant abilities, which have great potential in the espionage domain. I am currently undertaking a rather dangerous assignment of a covert nature, and I would like to request your presence as an ally in the combat field. I would be willing to pay you for your trouble. If convenient, meet me and my employer for dinner at the Webster Hall Night Club NYC. The food there is excellent, so we will be able to dine while discussing a contract.**

**Sincerely,**

**Northstar Victor Creed**

"Oh, my Jesus, Carlie!" Kitty shrieked. "Northstar wants to go out with you?"

"That sounds like a shifty invitation if I ever heard one," Rogue stated. "Northstar strikes me as quietly psychotic in the way of Draco Malfoy. And what kind of nightclub serves dinner, exactly?"

"Don't ruin Carlie's special time as Northstar's date with your cynicism, Rogue!" Jean abashed her.

"Whatever," Rogue said. "Now that I have the power of Ms. Marvel, I think that I'm going to talk to Magneto."

"You do that," Jean snipped. "I don't really care."

Carlie changed into her bodysuit that shifted from a blend of purple and jet black to a blend of electric blue and jet black. She left her long, silky blonde hair loose and wore a pair of metallic gold thigh-high boots.

"You look amazing, Carlie!" Kitty exclaimed.

Carlie went down to the lobby to meet Northstar. He was waiting for her, wearing a black suit over a white shirt that wasn't buttoned all the way with no tie.

"Hey." Carlie greeted him, winking.

He stared at her expressionlessly. "Hello."

She stared at him, waiting for him to make a move.

He stared blankly back at her.

Carlie giggled. Northstar was shy! He was so cute!

He frowned slightly at her laughter. "Shall we depart, then?"

"Oh, yes," Carlie said enthusiastically.

He turned to walk out the front door without waiting for her.

How rude! Carlie rushed up to him and wrapped her arms around one of his. Northstar stiffened and cast her an unfathomable glance, but nevertheless proceeded out the door.

A 1930's silver Rolls Royce Wraith awaited them out the front door. They settled themselves in the car and Northstar told the driver the address.

The car ride took a very long time. The car pulled up to an enormous, modern-style building on top of a series of wide stone steps.

"This doesn't look like a nightclub," Carlie observed.

"That's because it isn't," Northstar informed her. "My employer wanted to meet you here before we proceeded to the restaurant."

Carlie shrugged. "Okay."

They exited the car and entered the building, where they had to endure numerous security procedures. Eventually, Northstar brought Carlie down to a heavy steel door at the end of a long hallway.

"This is my employer's office," he told her. "The meeting shouldn't take very long at all."

"That sounds fine," Carlie replied nonchalantly. She entered the room.


	10. Jackal

There was little furniture and even less decoration, though the room was considerable in dimension. The walls were bright white, there was no carpet, only ivory marble tile, and the single desk sizable desk appeared to be made from solid steel.

A man sat upright in the chair behind the desk, his elbows on the metal surface, fingers steepled. He wore a clean white lab coat and had dark hair with a pallid face, but his eyes were hidden behind large glasses that reflected the light, keeping a portion of his face from view.

"Carlie Cooper," the man said; his tone had flat note to it, as if he were accustomed to stating only cold, hard fact.

Carlie's mouth went dry, and something nagged the back of her mind. "How do you know my name?"

"That's not important," the man replied, his voice not harsh, only blunt. "I take it that you don't remember me?"

Carlie stared at him. "Should I?"

"It's rather unfortunate for the both of us that you don't," the man stated. "What about Northstar? Can you remember him?"

"What- I don't- vaguely." Carlie was started by demeanor, which managed to be an almost contradictory combination of frank and oblique.

Speak of the devil, and the devil shall appear: Northstar entered the room. He wore a tight, black leather bodysuit with silver accents and a crest on the upper right shoulder, holding a silver tray with a single champagne glass reposing upon it. He offered the tray to the man, who gestured for him to set it on the desk.

Northstar did so, but Carlie half-expected him to pull a knife from his sleeve; his movements indicated to her that he was tense and waiting for something, like a cobra coiled to strike.

"So are you completely unaware of your true origin, then?" The man asked carelessly.

"'Origin'?" Carlie echoed. "What are you talking about?"

"Allow me to explain in an attempt to refresh your memory," the man stated; his tone remained indifferent. "I am Dr. Miles Warren, a biologist. Merely a year ago, when Gwendolyn Stacy was still alive, she was a student lab assistant under my tutelage. I was fascinated by her. She was young, full of vibrance and energy, always striving to improve life for herself and others. She seemed to be the perfect synthesis of the ideal human qualities: bright, inquisitive, ambitious yet compassionate . . . combined with her vivacious charm, I couldn't separate myself from my fixation of her."

"You were attracted to her?" Carlie was disgusted, her outrage overwhelming her nervousness. "Gwen was only sixteen! You're perverse if you think that's acceptable!"

"Foolish girl." There was a vague undertone of anger in Warren's voice. "My interest in Gwendolyn was not of the debased sexual nature, rather, I instead idolized her as a superior being than the rest of humanity. I regarded her as a distant goddess, unreachable but nonetheless awe-inspiring."

Carlie stared at him. "That's still incredibly creepy."

"You're young," Warren remarked, "younger than you even realize. I'm not surprised that you are unable to comprehend my state of mind."

Northstar proffered the glass of champagne once more and Warren accepted the beverage this time.

"What I don't understand is how I'm involved in all of this," Carlie retorted indignantly, ignoring her growing sense of unease.

"I collected cells from Gwendolyn Stacy when she initially began to work here," Warren continued. "She was allowed to assist me because Norman Osborn, the C.E.O. of the corporation who manages this laboratory, offered the program through the science division of the local high school as part of a community outreach program. A public relations stunt, if you will."

He sipped his alcohol. "I was fortunate to obtain cells from another extraordinary young woman as well, by the name Jessica Drew. She was the first 'superhuman', as they're called, with who I came into direct contact. As a biologist and because I was researching the development and cloning of cells, I thought her D.N.A. might prove useful."

Pain briefly flashed over the scientist's features, and he clenched his jaw tightly. "Not long afterward, Gwendolyn was killed by the Green Goblin as a taunt to Spider-Man, and I became obsessed with discovering her killer, and eventually, I did."

"That's not what happened," Carlie objected. "Spider-Man wasn't even involved!" But her mind was whirling, if only she could remember-

"You're incorrect," Warren said blandly. "I tracked the Goblin and uncovered the truth: he is Norman Osborn, the C.E.O. of the very company by which I am employed. But the shock and devastation over Gwendolyn's death drove me to enhance my experiments and create a clone of Gwendolyn, strengthened with the arachnid-like abilities of Jessica Drew."

He gazed directly at Carlie, and she could finally see the eyes behind his glasses: dark, cold, and empty. "You are the clone."

"No!" Carlie exclaimed, but she felt as if she were suffocating; her ears were ringing. "That can't be true!"

"But it is," Warren said flatly. "I gave you life and tried to give you a loving family in order to replicate Gwendolyn's personality. However, you soon realized the truth about your artificial life and rejected your foster family. You confronted me after ransacking my lab and discovering the identity of the Green Goblin and the truth about Gwendolyn's death."

"That's not true," Carlie whispered. Tears dripped down her cheeks. "It's not."

Warren didn't appear to hear her. "I knew that the knowledge that you were an artificial life form would prove unsettling, but the shock and trauma altered your sanity. You shocked me with your mental instability. After that incident, you used a specific pheromone technique gleaned from Drew in order to drug others into loving you. Sometimes though, this backfired, generating anger in the subject rather than adoration. For example, that girl at the Xavier Institute- Rogue?- that one who's partially Kree,- her alien nature rejected your pheromones."

"That's not true," Carlie protested halfheartedly. "My friends from the Xavier Institute love me for who I am."

"They love because I gave you the power to be an object of their affections," Warren responded. "Like an author forcing an undesirable character unto his audience, they love you because I force them to love you."

Warren gazed at Carlie emotionlessly. "Your reaction to those unaffected by your pheromones has always worried me. When you realize that you can't force them into loving, you demonize their every action to the point that indicates psychosis on your behalf. You seem to believe your twisted and biased perceptions in place of the truth."

"Overall, you're delusional, incapable of reconciling yourself with reality. Once I arranged for you to visit Gwendolyn's school, Midtown Manhattan High Magnet High, as a test of your functionality in a normal social setting. You attempted to seduce a boy there by the name of Peter Parker, and attacked his girlfriend, Mary-Jane Watson, when she warned you away. When I discussed the incident later, you told me conflicting stories about Mary-Jane being annoying, or otherwise, as you put it, a 'slutty model.'"

"But- I-" an idea occurred to Carlie, a glimpse of hope to end this surreality, to prove that this was just a bad dream. "But Dr. Strange's card- "

"Another part of your delusions," Warren said dismissively. "Exactly what kind of criminal would leave his calling card for you to find?"

He drained his champagne. "My only current desire in life at the moment is revenge on Osborn for killing Gwendolyn. I suspected you were unstable, but I hoped to salvage some of my work involving your creation. As per my formula for vengeance, I sent you, posing as a young mutant to the Xavier Institute, which I had discovered during my infinite hours of research. I needed the power of Charles Xavier's telepathy to achieve my goals; I plan to use Xavier to brainwash Osborn into handing his corporation over to me, thereby destroying everything he has, the same manner in which he destroyed Gwendolyn."

"Northstar followed you there on my instructions to ascertain discretion, and after you made no progress whatsoever, he also appeared as a student. Your memory of the business card is a complete fabrication, most likely a result of your brain blocking out Northstar's questioning of you. Your mind is unwilling to accept the reality of your situation." He looked at her. "Can you remember any of this, Carlie? I must know, in order to correct these flaws in my next clone."

"No," Carlie gasped weakly through her tears. "None of this . . ."

"Think about it," Miles said. "Do you remember your ambivalent feelings for Spider-Man? You hated him for allowing your other self to die, yet at once admired him for attempting to rescue you."

"I'm not Gwen," Carlie whispered.

"Your knowledge of your other self's death resulted in your absolute desperation to be a hero and appear as a hero and your seething jealousy at anyone else who tries to upstage you," Warren went on. "Additionally, you experienced a simultaneous desire to be close to Gwendolyn but retain a separate identity from her, which explains why you dyed and styled your hair in so many variations and the glasses that you don't actually require to aid your vision. Likewise, in your efforts to be a hero, you began to imagine you possessed the abilities of Spider-Man, including his organic webbing. It somewhat makes sense; I suppose your superhuman traits bear more than a passing resemblance to his."

"Dr. Warren," Northstar said abruptly.

Warren sent him an irate glance. "Yes?" He queried icily.

"I've done everything you've instructed," Northstar said, a quiet note of desperation in his voice. "Please, free my sister and just let us go."

"I can't do that," Warren replied tonelessly. "You know too much, Northstar."

"Then just tell me where my sister is," Northstar said, his voice rasping in his throat.

"Your sister is in the courtyard, Northstar," Warren informed him coldly.

"I just walked past the courtyard on my way here, and it was empty," Northstar said, his gaze intent on Warren.

"Forgive me," Warren replied dispassionately. "I said your sister was in the courtyard. I never said that she was above the ground."

For a split second, Northstar stared at Miles Warren, obvious disbelief clouding his features in a previously unseen display of genuine emotion. Then a hard resolve surfaced in his gaze, and waves of white energy, black at its core, exploded out of the air, throwing Warren back, slamming his body into the wall. He fell to the ground and lay there, unmoving.

Carlie swiveled her head to stare at Northstar.

He swiftly crossed to the door. "I'm leaving." His tone was flat, but there finally seemed to be some life to him, rather than just appearing as an animated corpse. "Are you coming with me?"

Carlie nodded firmly and stood, following him out of the door, leaving Miles Warren and the laboratory behind.

* * *

**A/N:** _"They love because I gave you the power to be an object of their affections," Warren responded. "Like an author forcing an undesirable character unto his audience, they love you because I force them to love you."_

Any guess who this comment is truly aimed at?


	11. Goblin

Carlie followed Northstar as he dashed down a corridor. She could hear distant shouts and running footsteps behind them.

"Which way?" She demanded when they came to a point where the corridors forked.

Northstar glanced back and forth between them. "Left," he said calmly.

They continued running, down the white halls that seemed to stretch on forever, before they finally reached a door marked with a glowing red "Exit" sign.

"Thank God," gasped Carlie. But as Northstar pushed open the door, she crashed into him, the momentum sending them both flying out of the building.

The sensation of falling through empty space panicked Carlie, but before she could open her mouth to scream, they hit the ground.

Though the impact knocked the air from Carlie's lungs, Northstar instantly stood, an uncommon expression of disquiet on his unearthly face. Carlie noticed a pendant hanging from a silver chain on his neck.

"I was wrong," he admitted. "This wasn't way out. This is Dr. Warren's Containment Zone."

A pang of foreboding struck Carlie. "What's it for?"

"It's a special area that neutralizes most superhuman abilities," Northstar informed her. "Warren sent some of his test subjects out here sometimes for study."

An idea occurred to Carlie. "Is this where they're keeping Professor Xavier?"

Northstar stared at her. "Who's Professor Xavier?"

Carlie looked at him for a moment to ascertain that his query was not formed in jest, and then glanced at her surroundings to dispel the awkwardness of Northstar's ignorance.

Behind them was a sheer cliff expanding endlessly from side to side as far she could see, with a doorway built high into the rock; presumably, the exit from which they had fallen. The landscape was an odd mixture of nature with metropolitan elements: towering streetlight created pools of light in the dim clearing in which they stood, marking a path into the gloomy forest about a hundred yards away.

"We should follow the cliff side," Carlie said. "That might take us to a way out of here."

"I've been in here dozens of times," Northstar returned. "I never remember finding my way out."

His words washed over her for a moment, and Carlie stood very still. The evening's events replayed in her mind, and her eyes welled with tears of anger and despair.

She was no hero. She was a lonely, deluded girl who had been brought to life by a scientist to live as his avatar.

Warm tears slid down her cheeks, and Carlie made an impatient gesture to brush them aside, but Northstar halted her.

"Be still," he told her in an undertone.

They waited for what seemed like an eternity, but Carlie knew it to be only a few seconds.

"We need to move." A note of urgency had slipped into Northstar's usually toneless voice.

The two took off running at a steady pace, remaining along the ciff side. They didn't slow their pace until they reached an end: the rock turned at an angle to form a corner, jutting off into another long, hulking wall.

"This is useless," Carlie cried. "We're not making any sort of progress."

Northstar's attention, however, was directed at the forest that was still lurking slightly beyond the streetlights, of which there were fewer now.

"We should go into the woods," he stated flatly. "We can climb down the cliffs on the other side."

Carlie ignored the growing sense that they were prolonging a losing battle and chased after him.

* * *

Unable to maintain a clear focus on Northstar's mind, Jean had to attempt to grasp onto Carlie's thoughts. However, only flashes of sensation reached her, and she scowled in frustration. Through Jean's efforts, the X-Men had been able to find this facility, but now all of her endeavors produced no more results. She was also still not capable of detecting Professor Xavier, either. Something was very wrong.

She wished that she had accepted Rogue's offer of help instead of telling her to join Scott and Kitty in the search for Professor Xavier. At the moment, she found herself in some sort of outdoor training area, her mental connections to the others unexpectedly, completely severed.

Luckily, she had managed to land in a crouch after the fall from the door. All of that extra training, working alongside Rogue in various none-too-productive attempts to build camaraderie had finally paid off.

Concentrating, Jean closed her eyes and reached out with her mind, imagining enveloping the entire earth in a direct feed to her brain. She needed to find Northstar and the strange girl named Carlie, whom she only remembered vaguely, as though a fixture from a half-forgotten dream. And yet the fleeting thoughts and emotions she briefly glimpsed suggested that Jean had been close to both of them.

Just for a split second, Jean achieved her goal and gained a spark of insight into Carlie's mind. The girl was a machine on overload, hissing and unwinding, breaking down. There was the gloom of despair, the sharp blade of fear, a markedly unhinged frustration at life.

_The cliffs._

Jean opened her eyes and set out determinedly, sprinting into the forest.

* * *

Carlie stared at the gleaming metal gun in the man's hand. He coldly looked back at her.

He stood with his back to the edge of the cliff, blocking off Northstar and Carlie's escape route. They had hoped to climb down the steep cliffs and navigate the sharp rocks below, but judging from the revolver he held, he wasn't in the mood to negotiate.

"So, you two are the experiments Warren is so proud of," he said, teeth bared in a smile that resembled a shark about to devour its prey. "The ones he was planning to use to ruin me."

Carlie gazed at the man, desperately studying him. His smile, his black designer suit, his hard eyes . . . this was the man who had killed Gwen. Her best friend. Her other self.

"Norman Osborn," she said aloud.

He glanced at her coolly. "What of it?"

"You killed Gwen Stacey," Carlie breathed.

Irked, he sent a sharp glance at her. "You know that as well?" He frowned. "You do look like her."

"I am her," Carlie whispered.

* * *

Jean burst from the forest to find the cliff's brink not fifty feet away- and it was just where Carlie and Northstar stood, held away from the cliffs by man standing with his back to the edge, a gun trained on both of them.

He spotted her. "Get over here," he warned her, his tone level but gelid. "Or I'll kill all three of you where you stand."

Jean followed his orders, head held high and eyes narrowed as she worked unsuccessfully to gain insight to his mind. "Aren't you planning on doing that anyway?"

"Not necessarily," the man replied, unconcerned. "We can negotiate. If you agree to work for me, I'll spare your lives."

"What makes you think you could ever trust us?" Jean asked skeptically.

He smiled, and the expression looked as if someone had slashed his lips apart with a knife. "My dear girl, have you ever heard of the wonderful little devices known as 'nanites'?" He glanced slyly at Northstar. "I believe that this young man may be familiar with the term."

In the corner of her eye, Jean noticed Northstar tense. Then he charged at Osborn.

The event occurred so quickly that even a trained combatant like Jean had trouble registering the rapid succession of the actions.

Osborn fired off all six of his bullets at Northstar, who managed to dodge four of them despite the loss of his mutation. Never faltering, he reached out and grabbed Osborn, hauled him to the cliff's edge, and threw him out into the open air. Osborn never had time to defend himself against Northstar's impact, let alone scream as he fell to the rocks hundreds of feet below.

Northstar wavered once returning from the fringe, and Jean moved fast, rushing to support him and carry him back to safety. At solid ground, she knelt down and pulled Northstar into her lap, supporting his bloodied body. In the back of her mind, she could feel Scott and the other X-Men coming closer.

"Carlie," she said urgently to the blonde girl, who was standing and staring in shock. "Go meet the others. Show them where to find us."

Nodding hurriedly, Carlie ran off, and Jean returned her attention to Northstar, placing her hands over the wound in his chest in an attempt to prevent the gushing stream of blood. "Don't worry, we'll get help."

His bright eyes flickered. "I'm not sure that will do much good at this point." The other bullet had grazed his lower forehead, splattering red blood across his uncannily beautiful face.

With horror, Jean remembered the one of other time she had held the broken body of a peer in her arms, blooding marring once perfect features. Her childhood friend had been killed in a hit and run while playing outside with her. There one moment and gone the next . . . that was when she gained her mutation: entering the dying mind of her best friend.

Jean felt hot tears drip down her face, landing on Northstar's neck.

He chuckled slightly. "Are you mourning for me, Jean Grey?"

"No," Jean told him determinedly. "I'm not mourning. I promise, you'll get through this."

Northstar gave a small but genuine smile. "Could you make me a different promise?"

"Anything." Jean's voice broke.

"The religious medal I'm wearing," he said, his voice growing lower. "It's for St. Jude, patron saint of impossible situations. I never had the chance to say goodbye to my grandfather before . . ." he trailed off. "Please find him and give him this medal."

"Of course," Jean said, holding back a choking sob.

"Tell him that it's from Jean-Paul," Northstar managed, as his body shuddered violently.

When the X-Men found the two of them moments later, Jean's perfectly manicured hands were covered in blood, evidence of her attempts to stop the life from escaping Jean-Paul, even as he died in her arms.

* * *

**A/N:** So, are there any thoughts on this chapter?


	12. Ghoul

**A/N:** The epic conclusion.

* * *

The summer sun was descending into the horizon, bleeding a trail of orange and pink in its wake. Th day's previous heat was giving way to slightly cooler evening air, and a fresh breeze lightly ruffled the skirt around Jean Grey's black dress as she walked, her high heels clicking on the paved path.

The cemetery was quiet: there were no mourners present beyond herself. The orderly, dignified cemetery was located in an untroubled setting, with its associated church nearly two miles away, in a similarly tranquil area. Despite the remote site, the fixtures of the churchyard were in excellent condition, with a picturesque fence, neat rows of gravestones, and perfect landscaping, with bright flowers lining the fence's perimenter. Shadows stretched beyond peaceful headstones, elongated by the fading light, giving the still scene just an inkling of sadness as the day darkened.

Jean halted in front of the newest addition to the cemetery, buried in the Xavier family plot: a light gray headstone with the simple inscription, "Jean-Paul", and below that, the brief epitaph, "His sacrifice will not be forgotten."

For a few moments, Jean stood in silence, contemplating the grave's occupant. She had barely known Jean-Paul when he had died in her arms earlier that week; he been introduced to the Xavier Institute while the X-Men were under the influence of Norman Osborn's sleeper agent, "Carlie Cooper." And yet, he had unhesitatingly given his life to destroy Osborn, saving hers in the process.

Troubled, Jean twisted a strand of her fiery red hair around her finger. If she had been in Jean-Paul's shoes, would she have accepted death in order protect a virtual stranger? The thought circled in her mind, and Jean shivered involuntarily despite the dusk's warmth, which had already brought sweat to her porcelain skin.

"Problems, princess?" Inquired a husky voice with a hint of a Southern drawl.

Long hair fanning out behind her as she whirled, Jean found Rogue leaning against a mausoleum, a few paces behind her, watching Jean contemplatively. Her outfit retained its usual dark palette but was more subdued than usual, her makeup toned down and other edgy goth and punk embellishments absent: her typical patterned leggings and combat boots had been substituted for plain tights with black suede boots. With her loose hair and simple but sophisticated outfit, Rogue looked unexpectedly adult.

Clutching the bouquet in her hand, Jean did her best to smile at Rogue. Though the other girl was years younger than her, Jean was unsettled by her unusual seriousness and cynicism, with consideration to her age. Rogue remained aloof and sardonic in spite of Jean's continuous attempts to befriend her.

"Just thinking," Jean responded calmly.

There was a short silence between them, broken by Rogue.

"I wouldn't dwell too much on it, if I were you. The entire incident was utterly weird. You'd do best to move on. It's easier to adapt and overcome if you're not so attached to it all."

Rogue's cold words raised a feeling of vague annoyance in Jean, but she didn't have the heart to be argumentative. "I'll just be a few minutes." She stooped down to lay the bouquet at Jean-Paul's grave.

"Pink carnations?" Rogue asked, arching an eyebrow.

Jean nodded. "The flower of gratitude."

Rogue was silent at that, and surprisingly, she waited for Jean to walk back with her, the comrades side by side.

Unbeknownst to them, a pair of cold eyes watched the two go.

* * *

All was quiet at the moment in Stephen Strange's Sanctum Sanctorum, he himself entranced by a tome detailing the practices of Asgardian magic. After a long day of battling mythical monsters, he was grateful for the opportunity to dress down and relax on the sofa with a good book. His attention was only diverted from the ancient volume when the heavy wooden door to library slammed shut. He glanced up to see Wong approaching him with a tray of food. A quick check of the grandfather clock told him that the hour was nearing nine o' clock at night.

"By the hoary hosts of Hoggoth, is that time already?" Shaking his head, Stephen set aside his thick book on the polished coffee table before him. "Time flies when battling inter-dimensional Lovecraftian horrors most of the day."

"You must be getting old," Wong told him, setting the silver tray down on the table and giving him an ironic smile, which Stephen returned.

Stephen noticed that in addition to the meal, a white letter envelope also occupied the tray. Mail was infrequent, as most of Stephen's associates had other methods of contacting him than through the post. Curious, he drew the letter to him and opened it, noting the very slight weight to envelope, but not before scanning the return address: a Jean Grey in the Westchester area of New York. Upon skimming the letter itself, his eyes widened.

"Is something amiss?" Wong asked, observing his old friend's behavior.

Drawing a silver religious medal out of the envelope, Strange exhaled slowly. "This young woman is writing to me from her boarding school for gifted students, apparently because a classmate of hers died in a tragic accident."

Wong frowned. "How does that involve you?"

Slowly, Stephen folded the letter. "This Jean Grey is under the impression that her deceased classmate is my grandson." His blue met Wong's startled gaze. "Wong, I don't _have_ a grandson."

* * *

Horrified, seventeen-year-old Peter Parker, wearing the guise of Spider-Man, stared at the warm corpses of the mobsters, then turned to the teenage girl who had casually mowed them down mere seconds ago. "Why . . . ?"

"They were criminal scum," she said flatly. "They deserved what was coming to them."

He could hear the blood dripping from their bodies onto the floor, but he did his best to concentrate on the girl. She seemed to be his age, and what's more, something about her was very familiar, with her blonde hair and blue eyes.

Nausea welled in Peter's stomach as he took in the ravaged bodies around him and then the unperturbed girl who had killed all of them in cold blood. "Who are you?" He asked, as a loud humming pierced through his eardrums.

The girl looked at him, but they were interrupted by the arrival of a young woman, perhaps a secretary of the mobsters. She opened the door and barely had time to gasp at the gore-strewn room; before Peter could react, Carlie had fired her gun multiple times, blowing her away, too.

"I'm Gwen Stacey," she replied unceremoniously, glancing appraisingly at the young secretary's motionless body.

Peter could only gaze at her in shock for a moment, then turned away, barely rolling up his mask in time to empty the contents of his stomach.

* * *

Night fell, and the moon rose, casting its pale light over the treeless cemetery. A silhouette emerged from the shadows, moving fluidly in the darkness. The dim light revealed this figure to be a handsome young man, perhaps college age, wearing a simple pair of jeans with a T-Shirt, his feet clad in heavy black motorcycle boots. The most unusual feature about him was his spiky black hair, styled into a mohawk.

Striding through the rows of headstones, shovel in hand, he reached the plot for which he was searching and promptly used the shovel to burrow into the ground. He proceeded to dig, his steady pace extraordinarily fast. In a span of less than ten minutes, he had completely excavated the casket. A pair of claw-like blades on each hand popped out of his knuckles, and a few slashes at the latches allowed him to open the lid.

"Wake up, Johnny Boy," he said with a feral smile, his steely eyes gleaming.

The casket's occupant, who was arranged with his arms folded over his shoulders as per a pharaoh in a sarcophagus, blinked open a pair of blue-gray eyes. "Daken?"

"You bet," Daken replied, lighting a cigar. "You know, Jean-Paul, I really like your gravestone. It's nice that Xavier was grateful enough that he buried you in his family plot and wrote about your 'sacrifice,' even though that's not what it was. I think it's very cute." He smiled wolfishly at Jean-Paul. "Anyway, we're done here. You ready to go?"

"Yes," Jean-Paul said impassively.

Daken agilely climbed out of the grave, and once on solid ground, he extended a hand to help Jean-Paul out as well.

As two walked side by side out of the cemetery into the night, Daken draped a casual arm around Jean-Paul's unresponsive shoulders and used the other hand to hold his cigar as he exhaled smoke rings.

* * *

**A/N:** The end, for real this time. I've had fun, but I think I'll finish my serious stories before writing another trollfic again.

And yes, "by the hoary hosts of Hoggoth" was honestly a catchphrase used in the comics by Dr. Strange. It was created by Stan Lee. Go figure.


	13. Original Chapter Six

**A/N:** This was the story's original ending. It only fits with Chapters 1-5. Enjoy.

* * *

The entire group walked to the grove of trees the next day. Carlie led the cluster of friends. She wore a pale yellow Bandeau knit top that had a bedazzled, metal "**V**" at the center of the bust on the neckline under a casual, V-Neck, magenta cardigan. Her long legs were showcased in a lightweight, apple silk green, short woven skirt that featured a pattern of pale yellow, blooming roses and a border print. On her manicured feet were a pair of pink, suede, high-heeled platforms that featured an open toe and a rosette accent with delicate, antique buckles.

Around her graceful throat was an oval chain necklace: a lacquered heart pendant with a butterfly and floral interior. Sophisticated chandelier earrings that featured a cutout pattern and were trimmed with pink beads that caught the light of the morning sun dangled elegantly from her earlobes. She was wearing her glasses again, but she still looked very chic and stylish. A stretchy bracelet that had pink and purple oval-shaped marbles and textured beads set in gold plating adorned one wrist.

They arrived at the grove of trees, where Northstar already was waiting for them. He looked serious, though his face never changed expression.

"Hello, Carlie," he said. He nodded to the others.

His skin was cadaverously pale now, reminiscent of a corpse that had achieved death by prolonged exposure to acutely low temperatures. His lips, now just almost blue, twisted back in a feral smile, exposing sharp teeth that glinting impossibly white and a dark mouth, freakishly red in comparison to his pallid features.

He began walking toward them, then, and a paralyzing, screaming dissonance surrounded him, and though every one of his motions was smooth and agile, the manner in which he moved was utterly unsettling.

And his _eyes_. His glacier-like eyes blazed with intense cold, the icy blue gleaming extraordinarily bright and overwhelming the whites, burning in his sockets like an arctic hell.

But what was most horrifying of all about his appearance was that remaining vestiges of unearthly beauty still clung to his face, refusing to give away to a completely inhuman demeanor, leaving him an unholy hybrid of both human and something alien.

Carlie gasped in horror. "Oh no! Not you!"

Suddenly, there was burst bright light, and Carlie was tackled to the ground. In an instant, Northstar had been joined by a girl who bore a striking similarity to him in resemblance and build. Her long black hair flowed behind her head, and she shared his uncanny beauty, which now seemed to amplify to positively unearthly levels for both of them. Their faces looked strange, startlingly inhuman.

All of the others began clutching their foreheads in sudden dizziness, and a feeling of groggy confusion overcame the group.

"What's wrong with me?" Kitty asked, distressed. "I feel so disoriented!"

"Me, too," Pietro agreed. Then he jumped. "Wait, what am I doing here? I hate you people!"

"What are you doing here?" Scott demanded, looking from Pietro to Lance.

" . . .the hell?" Demanded Rogue, who had appeared out of nowhere. "I was beating up the Avengers. How did I get back here?"

"Silence!" The teenage girl hair demanded imperiously. "I will explain."

"What's going on?" Jean questioned. "What . . . are you two mutants? Who is this girl? Is her name . . . Carlie? And who are you?"

"I am Aurora," the girl declared. "I am Northstar's twin sister. And Carlie is nothing more than a Mary-Sue."

"Mary Sue?" Lance repeated cluelessly.

"A close-to-perfect original character featuring in a fanfiction or an original work," Kitty explained.

"So, Aura, care to tell us what's going on here?" Pietro asked.

"It's Aurora," she said curtly.

"That's what I said: 'Aura.'"

"Aurora!" Aurora insisted.

"Fine! Just explain this, please! It feels like I have a hangover! And why can't I remember last night or this morning?" Pietro scowled at her.

Northstar spoke, his voice still monotone. "What you will hear may be unbelievable, but please try not to interrupt. Listen to what we have to say."

The X-Men and Brotherhood members exchanged skeptical glances but complied.

"We are agents of the Guardians of the Fictional Universe," Northstar explained. "Specifically, we part of the Anti-Mary-Sue Corps of the Fanfiction Sector. We prevent the existence of perfect character or almost flawless characters."

Lance frowned. "That sounds an awful lot like the Green Lantern Corps."

Aurora shook her head. "No, we're nothing like that."

"Really?" Asked Lance doubtfully. "Because the similarities- "

Aurora gritted her teeth. "_Nothing_. _Like_. _That_."

Lance shrugged. "Have it your way." When Aurora had turned her attention from him, he muttered under his breath, "Freak!"

"If there's organization to prevent Mary-Suesin fanfiction, why can't I read any _Glee_ fanfic without a pileup of thirty Sues?" Kitty wanted to know.

Northstar scoffed in his first show of emotion. "Because the agents over there are a bunch of slackers. The ones in the _Twilight_ Sector, too."

Aurora snorted. "Whoever allowed _Twilight_ to be published should be thrown out of the Corps."

"Word up," Northstar said tonelessly.

"So, if you're a member of this Corps, do have a director we can complain to, or something?" Scott asked.

"Yeah," Aurora said in a bored tone. "Cable is abolishing the Mary-Sues in the _Fantastic Four_ Movie Sector. I swear, considering how small the fanfiction collection is over there, ninety-five percent of the stories feature Mary-Sues."

"And Deadpool is taking care of the Mary-Sues in _The Avengers_ Movie Sector," Northstar contributed.

"The Avengers?" Rogue repeated. "I was just over there, and I left a Mary-Sue comatose and threw her empty body off of a bridge. Her name was Ms. Marvelous or something."

"That was a hero, and her name was Ms. Marvel," Aurora informed her coolly.

"Oh," Rogue said. "Whatever." She shrugged.

Northstar continued with his tale. "Most original characters who feature in this universe of fanfiction turn out to be Mary-Sues. One wonders why an original character is even necessary, because there are so many X-Men that a writer could just select one they like and make them into their own personal Canon-Sue. But I digress. There are various Mary-Sues throughout fanfiction who could potentially claim my position, but few are as strong as Carlie Cooper. We've been tracking her for a long time, as well as battled with her, and she must be eliminated. Right now, Carlie possesses too many Mary-Sue qualities for us to ignore."

"Such as?" Scott was unconvinced.

Aurora was the one who replied. "It's basically a formula at this point, with as many Mary-Sues as there are. One of the first signs is when guys begin to wax poetic about a girl they barely know. And random, unexplained switches of alliances." Aurora gestured to Lance and Pietro. "A sudden urge to be her best friend." She gesticulated to Jean and Kitty. "Demonization of a canon character to prove how 'special' she is, such as your random displays of violence and transition to Satanism, which was a religion perceived as 'a bad thing.'" She nodded at Rogue. "And to a lesser extent, Mary Jane Watson, who suddenly became a 'slutty model'. I'm surprised, because usually it's Jean Grey or Jubilation Lee who get twisted into sociopaths."

"Well, to be fair, both of them are really annoying." Pietro smirked.

"Hey!" Jean snapped.

Scott continued with his questioning of the twins. "You said that you planned to 'eliminate' Carlie. Why?"

"First of all, you must know that this is not the mainstream world," Northstar told her. "This a fanfiction dimension of another depiction of the Marvel universe, starring the X-Men. In the main world of Marvel, Carlie has reached adulthood, become an officer of the New York Police Department Crime Scene Unit and is involved in one of the most unnecessary and nonsensical plot twists in modern day Marvel Comics history. Spider-Man naively unmasked himself to the public, selfishly putting everyone close to him at risk of mortal danger from criminals, and his elderly aunt was shot. To save his aunt's life, even after she asked him to let her go, he and his wife sold their marriage to a demon."

"Who does that?" Scott queried in disbelief. "Why would anyone do that?

"Why would a demon even want their marriage?" Pietro nitpicked. "What does purpose does that serve, in the end? What does the demon gain from that deal?"

"What kind of hero sells their marriage to a demon?" Rogue asked in disgust.

The twins shrugged and responded in unison: "Don't asked us, we're no Satanists."

"How nice. I'm not, either," Rogue replied acerbically. "I just dress like a goth."

Pietro frowned. "So you're not a goth, but you dress like one?"

Rogue shrugged. "I don't know if I qualify as a goth. I never read a list of requirements."

Aurora proceeded with the explanation. "Then Doctor Strange collaborated with Reed Richards and Tony Stark, in order to save Spider-Man from his own irresponsible choices. They decided they should wipe everyone's memory so that the marriage never legally or informally existed, instead of Spider-Man honestly divorcing his wife, which could actually be a meaningful storyline."

"And Carlie is a Mary-Sue in this world as well?" Scott inquired, arching an eyebrow.

"The evidence is clear," Northstar stated grimly. "Shortly after the original wife was out of Spider-Man's life, he met Carlie, whom everyone he's close to has commented that she's 'perfect for him,' and 'wonderful,' and even his ex-wife told him that he's 'finally learned how to pick 'em,' and that Carlie is 'amazing.' Furthermore, Carlie is so pretty that even Johnny Storm was impressed by her good looks and took her out on a date, and when she and Spider-Man got together, he didn't even feel worthy of dating her."

"Does she had spider-powers in the comic books?" Jean asked skeptically.

"She gains them in Amazing Spider-Man issue #667, during the Spider Island event," Aurora said, waving her hand dismissively. "Though almost everyone gets spider-powers in the Spider Island event."

"So Carlie gets bad in the future," Scott said. "Not a villain or anything, but just a terrible character."

Aurora sniffed. "She's terrible because she is nothing more than a symbol to enforce the status quo. Joe Quesada, the current editor-in-chief of Marvel, decided that Spider-Man's marriage 'aged' him, but didn't want Spider-Man to have a divorce, because he worried that would set a bad example. Thus he wrote the characters to sell their marriage to a demon out of the blue, all because he thought that Spider-Man should have the option of multiple romantic interests.

"So, of course, swinging single Spider-Man and Carlie became an item shortly thereafter, probably just to flaunt Spider-Man's divorce-in-all-but-name in the face of the fans who enjoyed the marriage. Though Quesada claimed that 'single' Spider-Man opened up many more opportunities for stories, the majority of the plots we've seen so far could've worked with a single Spider-Man or married Spider-Man, which leads many fans to wonder if Joe Quesada wanted to destroy the marriage just for the hell of it."

Scott was stubborn. "I still don't see how Carlie is a Mary-Sue in the main world."

The twins rolled their eerie blue eyes. "Do you still need more proof?" Their voices asked in stereo.

"Yes," Scott stated flatly.

"Carlie has been lauded as Spider-Man's true love from just about every other character, from his aforementioned elderly aunt to the Chameleon, who is a villain that Spider-Man has encountered several times. Carlie was shown on the cover of a story entitled 'The Many Loves of Spider-Man,' before she ever became romantically involved with Spider-Man. And in that story, she was presented as a ten-year-old precocious wunderkind who solved a murder mystery that puzzled the police." Aurora ticked the items off her fingers.

"Not convinced," Scott informed her.

Northstar continued the list without missing a beat. "She's a strong enough of a roller-skater to compete in a roller derby. Then again, she also chose a really boring and uncreative derby name: 'Crusher Carlie', but that's really the result of lazy writing. In the Spider Island event, she was the only one with spider-powers to use her abilities solely for others instead of herself. The other characters repeatedly brought this act of 'doing her part,' and 'chipping in,' to the reader's attention. And when it turned out that her best friend was manipulated and used by a man who deceived the entire United States government, Carlie immediately blamed her best friend, who was a victim in that situation. And the readers were expected to agree with Carlie."

Scott shook his head.

Aurora was growing impatient. "She is presented as such a skilled combatant that the only reason Peter was able to keep up with her was because he took 'a few kung-fu' lessons, despite Peter's fifteen years of combat practice and enhanced fighting prowess. During the Spider Island, she was somehow able to figure out that Miles Warren, A.K.A. the Jackal, was behind the infestation of spider-powers before Spider-Man, despite Spider-Man's years of confrontation with the Jackal. This is presented as a stroke of genius on Carlie's part and an astounding revelation. Even though the Jackal has been dead for a couple of years, and there was no reason for anyone to even suspect that the Jackal was alive."

"Maybe she figured it out because she's a cop," Kitty offered.

"That would make sense, but Carlie is a forensic investigator, not a detective," Northstar said curtly. "Though apparently, she's intelligent enough to create her own formula of knockout gas, and has 'scientific' conversations with Spider-Man while he's visiting with his ex-wife. The conversations aren't even written out, they just read as, and I quote, 'I've built a harmonic mesh based on Hank Pym's theory of something (ex-wife) wouldn't understand.' These pages written to deliberately depict the ex-wife as an idiot and Spider-Man and Carlie as a perfect match due to their shared 'vast intellect'."

"That doesn't make her a Mary-Sue," Scott objected.

"Her creator, Joe Quesada, named her after his own daughter," Aurora said wearily.

"What?" Scott exclaimed. "That settles it! Carlie is totally a Mary-Sue!"

"I told you so," Aurora smirked smugly.

"Any other questions?" Northstar asked, bored.

"Why do your faces look so weird?" Pietro questioned.

"We're not of this universe," Northstar responded indifferently. "I suppose it shows."

"Kind of," Kitty concurred as she watched the light shift subtly, but nonetheless uncannily, on the faces of the twins, the glow of the sun not completely reflecting on their winter pale skin. "What's up with your names?"

Northstar sighed. "Our birth names are classified information. These are just codenames Deadpool devised for us. He thought that it would be funny to have twins named for a theme relating to their abilities. Cable indulged him, as he often does. Sometimes it's better to just agree with Deadpool than to try and argue with him."

"Hey, Aurora," Jean said, brow furrowed in thought, "if this isn't the Carlie Cooper of the main world, then what do you two and the Corps want with her?"

"We are destroying alternate versions of Carlie Cooper to prepare ourselves for the final, great battle with her," Aurora announced proudly. "Eradicating fanfiction versions of her ruins her pervasiveness, thus weakening her. Also, the mainstream Carlie Cooper is protected by editorial mandate, and it takes much strength to defeat that. This way, when we eliminate the mainstream Carlie Cooper permanently, we can be certain that no pesky versions of her from an alternate world will come and take her place."

"But you said that your positions were agents of "the Anti-Mary-Sue Corps of the Fanfiction Sector," Kitty pointed out. "In the main world, Spider-Man is a published comic book, not fanfiction. Why are you two concerned with Carlie at all?"

"Because for all intents and purposes, Carlie is a fanfiction character," Aurora declared presumptuously. "She was created by Joe Quesada to be the embodiment of what he considers 'cool,' and written with other characters lavishing praise over her. Furthermore, Quesada is essentially nothing more than a fanfiction writer. He demanded the regression of the development of several characters just so he could return the Spider-Man universe to what it was during his childhood.

"He obviously strongly disliked the marriage, and Spider-Man's wife by association, but he could never provide a legitimate reason to divorce them, so he had no choice but to write the separation in a ham-handed manner. Fans are allowed love or hate characters, but creators should refrain from such blatant biases where it concerns characters who are not antagonistic. Quesada is nothing more than a fan who is attempting to change the Spider-Man stories to suit his own personal ideas of what it should be. Being editor doesn't disguise his biased revamps of the status quo, which are very typical for fan fiction." Aurora looked disgusted. "Just relaying of all that reminds me of the atrocious writing our counterparts have to suffer in the main universe. I'm constantly portrayed as a crazy bitch, while my brother is reduced to a gay stereotype."

"To summarize, Carlie is a part of Joe Quesada's personal fanfiction," Northstar said with a twisted smile. "She's his personal Mary-Sue, in a very debased way."

Rogue hadn't paid very much attention to this speech, but she focused on the twins when they finished finished talking. "Didn't you say that various Mary-Sues are always appearing in this world, and it's your job to eliminate them? So, I was thinking . . . "

* * *

Several weeks later, it seemed that everyone but Kitty, Jean, Scott, and Rogue had forgotten that Carlie Cooper had ever existed. Seeing how she had made very little impact on their lives, this was perfectly understandable. Once they had regained their bearings, Lance and Pietro had returned to the Brotherhood of Mutants, and refused to acknowledge any association with Carlie.

One warm night, Rogue, Kitty, and Jean sat outside on the stone steps of the Institute, sipping from old-fashioned, glass root beer bottles, enjoying the sunset in silence.

"Rogue?" Kitty said tentatively.

Rogue glanced at her. "Yeah?"

"Do you really hate Lindsay Lohan?"

Rogue sighed. "It's tough to explain. I don't like her very much, though I do kind of pity her. I guess it's like . . ." she made a vague gesture with her hands. "She exasperates me. I mean, here I am, isolated from the life I used to enjoy, because I'm a mutant. I can't even touch anyone. And then there's Lindsay Lohan, who keeps messing around with drugs and alcohol. She has so much potential and the opportunity to utilize it, but she doesn't and just screws up instead. I do would do anything to be able to use my talents and have a life outside of here, but I can't, because of my mutation. You could say I'm jealous of her, in the same way I'm jealous of all normal people."

They contemplated this admission in silence for several moments.

"I didn't like _Freaky Friday_, though," Rogue added. "But that's due to the writing, really, not so much her acting."

"She was much better in _Mean Girls_," Kitty conceded.

Rogue shrugged. "Haven't seen it."

"We'll get it next weekend," Kitty decided. "Have a girls' night, you know."

"That would be cool," Rogue replied neutrally.

Jean placed a hand on Rogue's shoulder. "You're not alone with this," she said quietly. "We're for you. We want to help you. I promise that we'll find a way to get through this."

Rogue stiffened at the touch, and inclined her head to Jean. A strange expression, almost akin to grief, crossed her pretty features. "I'm not sure that would do any good," she murmured.

"What do you mean?" Jean asked, taken aback.

Without warning, a girl teleported a dozen feet in front of them. She was amazingly beautiful, with long, sleek, pink hair and shimmering, iridescent butterfly wings.

"Hello," She said brightly. "My name is Megan Gwynn, codename Pixie, and I-"

The girl was cut off when Northstar and Aurora abruptly appeared behind her in a burst of brilliant white light, and vanished as suddenly as they had arrived, taking Megan Gwynn with them.

"You know," Kitty said conversationally. "Rogue, when you recruited the twins to eliminate any Mary-Sues that showed up at the Xavier Institute, I wasn't so sure that it was a good idea. Now, I know it was a great one."

"Yeah, Rogue," Jean agreed, "you really made a good call here."

Rogue shrugged. "I try," she said modestly. She raised her soda. "To the end of all Mary-Sues. Except for the ones we might be able to recognize and torment."

The three friends clinked their glass bottles together and drank deeply from their root beer.

**The End**

* * *

**A/N:** So, yeah. I really don't like Carlie Cooper as a character, so I wrote this fic as a demonstration of how she exemplifies Mary-Sue-esque qualities. During her appearances in "Spider-Man" she makes everyone act OOC and she is constantly lauded by everyone around her for no reason. Thankfully, she's no longer Peter Parker's girlfriend, but unfortunately, she's still a recurring character.

Additionally, I wrote this story to and demonstrate the ridiculous OCs that appear in fanfiction, particularly the X-Men fandom. This story was a way to vent my frustration at the ludicrous "A mysterious girl appears at the Xavier Institute. Who is she, what are her powers?" ect. sort of fics. I do admit, this story was initially intended as a joke, but then it started to get out of hand when I began to pretend that it was a legitimate story by writing angry responses to critical reviews and continuously re-uploading this story in order to convince readers that this really was a genuine attempt at fanfiction. Thank you to everyone who realized that Carlie was a Mary-Sue. You have restored my faith in humanity.

Thanks to the Fic Critic as well. Your MSTings were very humorous but also very accurate. I know that you only review fanfiction, but I think it would be great to see a review of one of the Carlie-centric issues of "Amazing Spider-Man", maybe the issue where she and Peter get together or perhaps one from the "Spider-Island" event. And I realize that you really don't owe me any favors, but I would really appreciate if you would choose another one of my other stories and submit a review. I really enjoy critical feedback for my writing when it's honest and relevant, and you've shown with your reviews that you're talented at recognizing the important aspects of a story.

The title: I honestly wasn't aware of the game. I was just trying to think of a cliche, "mysterious" title typical for a Mary-Sue fic, though it's entirely possible I saw the game title on TVTropes and just subconsciously remembered it.

About Northstar: some writers, such as Carey, Lobdell, and Byrne, can really capture his character, but others (i.e. Fraction, Austen) seem to believe that reminding the audience that Northstar is, in fact, homosexual, and then demonstrating his sexuality in his every word and action qualifies as character development. Actually, I just came across Lobdell's "**Alpha Flight: A Christmas Tale**" recently. The cover shows Weapon Omega wearing his mask and a Santa hat and trying to squeeze a sack of toys down a chimney with a sleigh parked nearby "Starring Weapon Omega as Santa, Box as Santa's sled, and . . ." there's a picture of Northstar sitting in Santa's sled, scowling arrogantly, as he was wont to do back then, "And Northstar as himself!" I was highly amused.

And I must give credit where credit is due. In order to create a Mary-Sue story, especially the opening chapter, I borrowed heavily from one that is already in existence: "**Sealing the Elements**" by **Flare3**. I also used several details from the infamous "**My Immortal**" by **XXXbloodyrists666XXX**, such as massive OOC-ness, random transitions of characters to Satanism (Which I take no issue with. Each to their own form of spirituality), hatred of a certain pop culture group ("goths" instead of "prepz" this time, though), hatred of certain celebrities, useless love triangles that have no chemistry, disproportionate amounts of clothing description, and nonsensical rewrites of character history for the sake of the story.

I also realize that a trend has recently emerged for fans of Carlie to troll anyone who doesn't worship the pages the character is drawn upon in order to point fingers and screech, "Misogynist!" First of all, one isn't a misogynist just for disliking a single female character in a universe where many other females characters are presented positively (60% of the time, anyway), especially when said character is ham-fistedly introduced for the sole purpose of being of love interest to a male character who has just divorced his wife because she was "boring". The overuse of the term "misogynist" weakens its use in cases in which it is legitimately relevant.

Secondly, consider Carlie's creator, the "esteemed" Joe Quesada. During his time as Editor-in-Chief at Marvel Comics, he destroyed three superhero marriages: Ant-Man and the Wasp, Jean Grey and Scott Summers, Spider-Man and Mary-Jane. In the first two, the wife was killed off; in the case of Spider-Man and M.J., they merely divorced. The justification for the abolition of the marriages was always the same: Joe wanted "character development" for the male, and the wife was merely a plot device to exploit supposed "development". I think that in this case, Joephisto (Quesada) would be the true misogynist.

As a closing observation, one superhero couple that could potentially have realistically divorced were Mr. Fantastic and the Invisible Woman of the Fantastic Four, mainly due to the events of "Marvel: Civil War". However, they remained married, as did another superhero couple, Jessica Jones and Luke Cage. A similarity the two couples share, beyond their career choice, it that they have kids. The couples whose marriages were destroyed by Quesada were all childless. Quite the "coincidence". That should also tell you a few things about Joe.


End file.
